UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-05488
---------------------
Nuveen Municipal Income Fund, Inc.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Nuveen Investments
333 West Wacker Drive
Chicago, IL 60606
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Jessica R. Droeger
Nuveen Investments
333 West Wacker Drive
Chicago, IL 60606
--------------------------------------------------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: (312) 917-7700
-------------------
Date of fiscal year end: October 31
------------------
Date of reporting period: October 31, 2006
------------------
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
ANNUAL REPORT October 31, 2006
Nuveen Investments
Municipal Closed-End Funds
NUVEEN MUNICIPAL
VALUE FUND, INC.
NUV
NUVEEN MUNICIPAL
INCOME FUND, INC.
NMI
Photo of: woman and man on beach
Photo of: young girl
DEPENDABLE,
TAX-FREE INCOME BECAUSE
IT'S NOT WHAT YOU EARN,
IT'S WHAT YOU KEEP. (R)
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Photo of: Timothy R. Schwertfeger
Timothy R. Schwertfeger
Chairman of the Board
Chairman's
LETTER TO SHAREHOLDERS
Once again, I am pleased to report that over the twelve-month period covered by
this report your Fund continued to provide you with attractive monthly tax-free
income. For more details about the management strategy and performance of your
Fund, please read the Portfolio Managers' Comments, the Dividend and Share Price
Information, and the Performance Overview sections of this report.
For some time, I've used these letters to remind you that municipal bonds can be
an important building block in a well balanced investment portfolio. In addition
to providing attractive tax-free monthly income, a municipal bond investment
like your Fund may help you achieve and benefit from greater portfolio
diversification. Portfolio diversification is a recognized way to try to reduce
some of the risk that comes with investing. For more information about this
important investment strategy, I encourage you to contact your personal
financial advisor.
"IN ADDITION TO PROVIDING ATTRACTIVE TAX-FREE MONTHLY INCOME, A MUNICIPAL BOND
INVESTMENT LIKE YOUR FUND MAY HELP YOU ACHIEVE AND BENEFIT FROM GREATER
PORTFOLIO DIVERSIFICATION."
We also are pleased to be able to offer you a choice concerning how you receive
your shareholder reports and other Fund information. As an alternative to mailed
copies, you can sign up to receive future Fund reports and other Fund
information by e-mail and the Internet. The inside front cover of this report
contains information on how you can sign up.
We are grateful that you have chosen us as a partner as you pursue your
financial goals, and we look forward to continuing to earn your trust in the
months and years ahead. At Nuveen Investments, our mission continues to be to
assist you and your financial advisor by offering investment services and
products that can help you to secure your financial objectives.
Sincerely,
/s/ Timothy R. Schwertfeger
Timothy R. Schwertfeger
Chairman of the Board
December 15, 2006
Nuveen Investments Municipal Closed-End Funds
NUV, NMI
Portfolio Managers'
COMMENTS
Portfolio managers Tom Spalding and John Miller discuss U.S. economic and
municipal market conditions, key investment strategies, and the annual
performance of NUV and NMI. With 30 years of investment experience at Nuveen,
Tom has managed NUV since its inception in 1987. John, who has 13 years of
municipal market experience, including 10 years with Nuveen, assumed portfolio
management responsibility for NMI in 2001.
WHAT FACTORS AFFECTED THE U.S. ECONOMY AND MUNICIPAL MARKET DURING THE ANNUAL
REPORTING PERIOD ENDED OCTOBER 31, 2006?
In response to market concerns about oil prices, inflation, and the actions of
the Federal Reserve over the past 12 months, bond yields exhibited some
volatility during this reporting period, with longer-term rates hitting a peak
in June 2006 before falling sharply for the remainder of the period. For the
period as a whole, interest rates at the shorter end of the yield curve
generally continued to rise, while longer rates ended the period close to where
they began it or even declined. As short-term rates approached and exceeded the
levels of long-term rates, the taxable yield curve became increasingly flat and
subsequently inverted. Consequently, bonds with longer durations1 generally
outperformed those with shorter durations during this period.
Between November 1, 2005 and October 31, 2006, the Federal Reserve announced six
increases of 0.25% each in the fed funds rate before pausing to leave monetary
policy unchanged at the August-October 2006 sessions of its Open Market
Committee. The increases raised the short-term target by 150 basis points, from
3.75% to 5.25%, its highest level since March 2001. During this same period, the
yield on the benchmark 10-year U.S. Treasury note rose just four basis points to
end October 2006 at 4.60%.In contrast, in the municipal market, the yield on the
Bond Buyer 25 Revenue Bond Index, a widely followed measure of longer-term
municipal market rates, fell to 4.78% at the end of October 2006, a decline of
43 basis points from the end of October 2005.
Economic growth over the past year reflected the fluctuations in interest rates,
energy prices, and the effects of a softening housing market. After expanding at
a rate of 1.8% in the fourth quarter of 2005, the U.S. gross domestic product
(GDP) rebounded sharply with a 5.6% gain in the first quarter of 2006 before
moderating to a pace of 2.6% in the second quarter of 2006 (all GDP numbers
annualized). In the third quarter of 2006, the rate of GDP growth slowed to
2.2%, largely as the result of an 18% slump in residential investment, the
largest decrease in 15 years. Despite the recent slowdown in economic growth,
the markets continued to keep a close eye on inflation trends. While declining
energy prices contributed to a benign 1.3% year-over-year increase in the
Consumer Price Index as of October 2006, the core rate (which excludes food and
energy prices) rose 2.7% for the same period. In general, the jobs picture
remained positive, with national unemployment at 4.4% in October 2006, down from
4.9% in October 2005, the lowest level since May 2001.
1 Duration is a measure of a bond's price sensitivity as interest rates
change, with longer duration bonds displaying more sensitivity to these
changes than bonds with shorter durations.
4
Over the 12 months ended October 2006, municipal bond issuance nationwide
totaled $367.1 billion, down 8% from the previous 12 months. This total
reflected the general decrease in the supply of municipal paper during 2006.
After reaching record levels in calendar year 2005, municipal supply declined
during the first 10 months of 2006, with $295.1 billion in new securities coming
to market, off 12.5% from the same period in 2005. A major factor in 2006's drop
was the sharp reduction in pre-refunding volume, which fell almost 50% from last
year's levels. Overall, demand for municipal bonds, especially those offering
higher yields, continued to be strong and broad-based, with retail investors,
institutional investors such as hedge funds and arbitragers, and foreign
participants all taking part in the market.
WHAT KEY STRATEGIES WERE USED TO MANAGE NUV AND NMI DURING THIS REPORTING
PERIOD?
As the yield curve flattened over this 12-month period, we continued to
emphasize careful management of the Funds' underlying portfolios in line with
our established targets. This included pursuing a disciplined approach to
duration management and yield curve positioning. As part of this approach, we
focused on adding attractively priced bonds with premium coupons2 in the 20- to
30-year part of the yield curve to NUV and in the 25- to 30-year range to NMI.
We also broadened the scope of our duration management strategies to emphasize
bonds that would not only help us maintain the Funds' durations within a
preferred strategic range but also provide greater income-generating potential,
such as those with different types of coupon structures. Among the bonds we
purchased for NUV and NMI during this period were zero coupon bonds and inverse
floaters, both of which also added duration to our portfolios. (Inverse floaters
are bonds with coupons structured to move in the opposite direction of interest
rates. For example, if market interest rates decline, the interest rate earned
by the inverse floater will rise. An inverse floater increases the market rate
risk and modified duration of the investment.)
Although issuance nationwide declined during this period, the reduction in
supply did not have a major impact on the implementation of this or other
strategies we had planned for these Funds. Much of the new supply was highly
rated and/or insured, and both Funds increased their allocations to higher-rated
credits over this period. We also continued to keep the Funds well diversified
geographically, looking to states with stronger issuance, including California,
Texas, New York, and Florida, to find more attractive offerings as municipal
supply declined.
Our purchases in NUV during this period included some uninsured health care
names, primarily dominant providers with strong management and operating
histories, as well as a few selected tobacco credits. In NMI, which can invest
up to 25% of its portfolio in
2 Premium coupon bonds are credits that, at the time of purchase, are trading
above their par values because their coupons are higher than current coupon
levels. Historically, these bonds have held their value better than current
coupon bonds when interest rates rise.
5
below investment-grade quality bonds that typically carry more credit risk but
also offer higher yields, we focused on lower-quality bonds in the health care
sector, especially situations that we considered good candidates for credit
improvement. Among the hospital bonds we added to NMI during this period were
those issued for Condell Medical Center in Illinois and for Kaiser Permanente
System in California. Overall, as credit spreads continued to narrow and
municipal supply tightened, we generally found fewer attractively structured
lower-rated credit opportunities in the market. This was especially true during
the second half of this reporting period.
In NUV, most of the cash we redeployed during this period came from called
holdings, although we also trimmed some of our exposure to pre-refunded bonds to
generate cash for new purchases. In NMI, we were selectively selling holdings
with shorter maturities and redeploying the proceeds out longer on the yield
curve to reduce our exposure to the short part of the curve and enhance the
Fund's yield curve positioning. NMI also took advantage of opportunities in both
the primary and secondary markets to sell a few holdings that were purchased
when yields were lower and replace them with similar, newer credits that yielded
comparatively more. This allowed us to maintain the Fund's current portfolio
characteristics while strengthening its future income stream.
HOW DID THE FUNDS PERFORM?
Individual results for these Funds, as well as relevant index and peer group
information, are presented in the accompanying table.
TOTAL RETURNS ON NET ASSET VALUE*
For periods ended 10/31/06
1-Year 5-Year 10-Year
--------------------------------------------------------------------------------
NUV 7.40% 5.81% 5.97%
--------------------------------------------------------------------------------
NMI 6.50% 5.52% 5.15%
--------------------------------------------------------------------------------
Lehman Brothers
Municipal
Bond Index3 5.75% 5.05% 5.85%
--------------------------------------------------------------------------------
Lipper General and
Insured Unleveraged
Municipal Debt
Funds Average4 6.29% 5.12% 5.40%
--------------------------------------------------------------------------------
*Annualized.
Past performance is not predictive of future results. Current performance may be
higher or lower than the data shown. Returns do not reflect the deduction of
taxes that shareholders may have to pay on Fund distributions or upon the sale
of Fund shares.
For additional information, see the individual Performance Overview for your
Fund in this report.
For the 12 months ended October 31, 2006, the total returns on net asset value
(NAV) for both NUV and NMI exceeded the return on the Lehman Brothers Municipal
Bond
3 The Lehman Brothers Municipal Bond Index is an unleveraged, unmanaged
national index comprising a broad range of investment-grade municipal
bonds. Results for the Lehman index do not reflect any expenses.
4 The Lipper General and Insured Unleveraged Municipal Debt Funds category
average is calculated using the returns of all closed-end funds in this
category for each period as follows: 1 year, 8; 5 years, 8; and 10 years,
8. Fund and Lipper returns assume reinvestment of dividends.
6
Index. Both Funds also outperformed the average return for their Lipper peer
group for this period.
Factors that influenced the Funds' returns during this period included yield
curve positioning and duration management, individual credit selection, holdings
of zero coupon bonds, allocations to lower-rated credits, and advance refunding
activity.5
As longer rates declined and the yield curve flattened over the course of this
period, yield curve and duration positioning played an important role in the
performance of these Funds. Overall, bonds in the Lehman Brothers Municipal Bond
Index with maturities between one and four years were the most adversely
impacted by changes in the interest rate environment over this period, as rates
in that part of the curve rose. As a result, these bonds generally
underperformed longer bonds, with issues having maturities between 17 and 22
years and those with maturities 22 years and longer achieving the best returns
for the period. Yield curve positioning, or exposure to those parts of the yield
curve that performed best during this period, helped NUV's performance, while
NMI's performance was slightly hindered by its relatively heavier exposure to
the shorter end of the yield curve.
As previously mentioned, during this period we increased our exposure to zero
coupon bonds and inverse floaters, both of which had a positive impact on the
Funds' performances. Zero coupon bonds, for example, typically have very long
initial maturities and tend to be very sensitive to changes in interest rates.
With rates at the long end of the curve declining throughout much of this
12-month period, zero coupon bonds in the Lehman Brothers Municipal Bond Index
performed very well, exceeding the return for the general municipal market by
almost 500 basis points. For this 12-month reporting period, one of the top
performing holdings in NMI was an insured zero coupon bond issued for the
Adelanto School District in San Bernardino County, California.
With bonds rated BBB or lower and nonrated bonds generally outperforming other
credit quality sectors during this period, these Funds also benefited from their
allocations of lower-quality credits. The performance of this sector was largely
the result of investor demand for the higher yields typically associated with
lower-quality bonds, which drove up their value and caused credit spreads to
tighten. As of October 31, 2006, allocations of bonds rated BBB or lower and
nonrated bonds accounted for 21% of NUV's portfolio and 51% of NMI.
Among the lower-rated holdings making positive contributions to the Funds' total
returns for this period were industrial development and resource recovery bonds
and health care (including hospitals) credits, which ranked as the top
performing revenue sectors in the Lehman Brothers Municipal Bond Index. Two of
the better-performing hospital bonds held in the Funds were those issued for
Detroit Medical Center and Knox County hospital
5 Advance refundings, also known as pre-refundings or refinancings, occur
when an issuer sells new bonds and uses the proceeds to fund principal and
interest payments of older existing bonds. This process often results in
lower borrowing costs for bond issuers.
7
revenue bonds issued for Baptist Health System of East Tennessee, which is a
potential acquisition candidate by a local for-profit hospital system. NUV also
held some airline bonds that performed well during this period due to reduced
fuel costs, recovery in passenger traffic, and improved competitive positions
resulting from cost- cutting measures.
Bonds backed by the 1998 master tobacco settlement agreement, which are
generally rated BBB, also contributed to the Funds' performances. In the tobacco
sector, an especially strong performer during this period were bonds issued by
Golden State Tobacco Securitization Corporation (California), which were held by
both NUV and NMI. As of October 31, 2006, tobacco bonds comprised approximately
6% of both NUV's and NMI's portfolios.
We also continued to see positive contributions from advance refunding activity,
which benefited these Funds through price appreciation and enhanced credit
quality. One of the larger positions in NUV that was pre-refunded during this
period was the Fundholding of bonds issued for Pocahontas Parkway in Virginia,
while NMI benefited from the advance refunding of its holding of bonds issued
for Frontier Academy in Colorado.
While advance refundings generally enhanced performance for this 12-month
period, the Funds' holdings of older, previously pre-refunded bonds tended to
underperform the general municipal market, due primarily to their shorter
effective maturities.
HOW WERE THE FUNDS POSITIONED IN TERMS OF CREDIT QUALITY AND BOND CALLS AS OF
OCTOBER 31, 2006?
Maintaining strong credit quality remained an important requirement for the
Funds. As of October 31, 2006, NUV held 72% of its portfolio in bonds rated
AAA/U.S. guaranteed and AA. NMI, which can invest up to 25% of its portfolio in
below investment-grade quality bonds, held 85% of its assets in investment-grade
securities, including a 34% allocation to bonds rated AAA/U.S. guaranteed and
AA.
At the end of October 2006, potential call exposure for the period November 2006
through the end of 2007 totaled 14% in NUV and 13% in NMI. The number of actual
bond calls will depend largely on future market interest rates.
8
Dividend and Share Price
INFORMATION
The dividend of NUV remained stable throughout the 12-month reporting period
ended October 31, 2006. However, the income stream of NMI was impacted as
proceeds from older, higher-yielding bonds that matured, were called, or were
sold were then reinvested into bonds currently available in the market, which
generally offered lower yields.This resulted in one monthly dividend reduction
in NMI during this period.
Due to capital gains generated by normal portfolio activity, shareholders of
these Funds received capital gains and/or net ordinary income distributions at
the end of December 2005, as follows:
Long-Term Capital Gains Ordinary Income
(per share) (per share)
--------------------------------------------------------------------------------
NUV $0.0204 $0.0039
--------------------------------------------------------------------------------
NMI -- $0.0018
--------------------------------------------------------------------------------
Both NUV and NMI seek to pay stable dividends at rates that reflect each Fund's
past results and projected future performance. During certain periods, each Fund
may pay dividends at a rate that may be more or less than the amount of net
investment income actually earned by the Fund during the period. If a Fund has
cumulatively earned more than it has paid in dividends, it holds the excess in
reserve as undistributed net investment income (UNII) as part of the Fund's NAV.
Conversely, if a Fund has cumulatively paid dividends in excess of its earnings,
the excess constitutes negative UNII that is likewise reflected in the Fund's
NAV. Each Fund will, over time, pay all of its net investment income as
dividends to shareholders. As of October 31, 2006, both NUV and NMI had positive
UNII balances for both financial statement and tax purposes.
At the end of the reporting period, the Funds' share prices were trading at
discounts to their NAVs as shown in the accompanying chart:
10/31/06 12-Month
Discount Average Discount
--------------------------------------------------------------------------------
NUV -2.21% -4.99%
--------------------------------------------------------------------------------
NMI -4.89% -5.51%
--------------------------------------------------------------------------------
9
Nuveen Municipal Value Fund, Inc.
NUV
Performance
OVERVIEW As of September 30, 2006
Pie Chart:
CREDIT QUALITY
(as a % of total investments)
AAA/U.S. Guaranteed 59%
AA 13%
A 7%
BBB 13%
BB or Lower 7%
N/R 1%
Bar Chart:
2005-2006 MONTHLY TAX-FREE DIVIDENDS PER SHARE2
Nov 0.039
Dec 0.039
Jan 0.039
Feb 0.039
Mar 0.039
Apr 0.039
May 0.039
Jun 0.039
Jul 0.039
Aug 0.039
Sep 0.039
Oct 0.039
Line Chart:
SHARE PRICE PERFORMANCE
Weekly Closing Price
Past performance is not predictive of future results.
11/01/05 9.57
9.64
9.67
9.67
9.68
9.69
9.71
9.62
9.57
9.52
9.5
9.54
9.51
9.5
9.54
9.61
9.61
9.62
9.65
9.63
9.67
9.72
9.74
9.71
9.7
9.59
9.65
9.66
9.64
9.48
9.53
9.57
9.55
9.52
9.46
9.51
9.56
9.64
9.68
9.71
9.71
9.73
9.73
9.75
9.83
9.82
9.83
9.79
9.76
9.72
9.66
9.73
9.72
9.74
9.74
9.77
9.8
9.81
9.73
9.76
9.79
9.75
9.81
9.78
9.76
9.67
9.71
9.72
9.77
9.75
9.78
9.75
9.69
9.74
9.73
9.77
9.77
9.76
9.75
9.76
9.78
9.79
9.79
9.79
9.78
9.76
9.76
9.75
9.77
9.78
9.78
9.72
9.71
9.73
9.75
9.77
9.77
9.75
9.73
9.74
9.73
9.78
9.75
9.72
9.73
9.7
9.71
9.68
9.68
9.56
9.5
9.51
9.46
9.42
9.38
9.53
9.49
9.54
9.54
9.55
9.5
9.55
9.58
9.57
9.57
9.66
9.6
9.5
9.42
9.45
9.49
9.48
9.48
9.46
9.45
9.51
9.5
9.44
9.44
9.5
9.51
9.44
9.46
9.44
9.54
9.54
9.59
9.64
9.69
9.65
9.61
9.59
9.62
9.63
9.56
9.47
9.42
9.48
9.48
9.5
9.54
9.54
9.46
9.45
9.49
9.46
9.42
9.48
9.54
9.55
9.56
9.54
9.56
9.56
9.56
9.57
9.56
9.57
9.57
9.56
9.61
9.55
9.55
9.58
9.59
9.62
9.65
9.65
9.64
9.7
9.72
9.72
9.75
9.68
9.7
9.66
9.69
9.67
9.66
9.73
9.8
9.8
9.78
9.79
9.83
9.83
9.8
9.83
9.82
9.83
9.87
9.9
9.95
9.91
9.91
9.89
9.93
9.94
9.94
9.91
9.93
9.91
9.88
9.91
9.91
9.92
9.92
9.95
9.98
10.07
10.07
10.1
10.1
10.11
10.14
10.07
10.1
10.07
10.07
10.07
10.02
10.02
9.92
10.01
9.99
9.94
9.94
10.03
10.04
10.07
10.08
10.08
10.1
10.13
10/31/06 10.16
FUND SNAPSHOT
------------------------------------
Share Price $10.16
------------------------------------
Net Asset Value $10.39
------------------------------------
Premium/(Discount) to NAV -2.21%
------------------------------------
Market Yield 4.61%
------------------------------------
Taxable-Equivalent Yield1 6.40%
------------------------------------
Net Assets ($000) 2,025,964
------------------------------------
Average Effective Maturity
on Securities (Years) 18.35
------------------------------------
Modified Duration 5.30
------------------------------------
AVERAGE ANNUAL TOTAL RETURN
(Inception 6/17/87)
------------------------------------
ON SHARE PRICE On NAV
------------------------------------
1-Year 11.51% 7.40%
------------------------------------
5-Year 7.20% 5.81%
------------------------------------
10-Year 7.04% 5.97%
------------------------------------
STATES
(as a % of total investments)
------------------------------------
New York 13.7%
------------------------------------
Illinois 11.0%
------------------------------------
California 10.1%
------------------------------------
Texas 5.9%
------------------------------------
New Jersey 5.7%
------------------------------------
Michigan 4.8%
------------------------------------
Indiana 4.8%
------------------------------------
Massachusetts 3.7%
------------------------------------
Colorado 3.4%
------------------------------------
South Carolina 2.7%
------------------------------------
Missouri 2.7%
------------------------------------
Wisconsin 2.6%
------------------------------------
Washington 2.5%
------------------------------------
Florida 2.3%
------------------------------------
Louisiana 2.1%
------------------------------------
Georgia 2.1%
------------------------------------
Nevada 2.0%
------------------------------------
District of Columbia 2.0%
------------------------------------
Pennsylvania 1.5%
------------------------------------
Other 14.4%
------------------------------------
INDUSTRIES
(as a % of total investments)
------------------------------------
U.S. Guaranteed 19.6%
------------------------------------
Tax Obligation/Limited 17.5%
------------------------------------
Health Care 17.4%
------------------------------------
Transportation 11.3%
------------------------------------
Tax Obligation/General 9.8%
------------------------------------
Utilities 6.9%
------------------------------------
Consumer Staples 5.8%
------------------------------------
Other 11.7%
------------------------------------
1 Taxable-Equivalent Yield represents the yield that must be earned on a
fully taxable investment in order to equal the yield of the Fund on an
after-tax basis. It is based on a federal income tax rate of 28%. When
comparing the Fund to investments that generate qualified dividend income,
the Taxable-Equivalent Yield is lower.
2 The Fund paid shareholders capital gains and net ordinary income
distributions in December 2005 of $0.0243 per share.
10
Nuveen Municipal Income Fund, Inc.
NMI
Performance
Overview As of October 31, 2006
Pie Chart:
CREDIT QUALITY
(as a % of total investments)
AAA/U.S. Guaranteed 30%
AA 4%
A 15%
BBB 36%
BB or Lower 7%
N/R 8%
Bar Chart:
2005-2006 MONTHLY TAX-FREE DIVIDENDS PER SHARE2
Nov 0.044
Dec 0.042
Jan 0.042
Feb 0.042
Mar 0.042
Apr 0.042
May 0.042
Jun 0.042
Jul 0.042
Aug 0.042
Sep 0.042
Oct 0.042
Line Chart:
SHARE PRICE PERFORMANCE
Weekly Closing Price
Past performance is not predictive of future results.
11/01/05 10.79
10.77
10.56
10.41
10.5
10.54
10.4
10.34
10.25
10.16
9.95
10.11
10.14
10.02
10
10.04
10
10.08
10.11
10.02
9.99
10.03
9.99
9.97
9.96
9.97
10.09
10.08
9.97
9.89
10.04
9.92
9.92
9.96
10.06
10.07
10.06
10.17
10.19
10.14
10.2
10.27
10.27
10.27
10.31
10.4
10.42
10.41
10.5
10.43
10.44
10.43
10.3
10.27
10.44
10.45
10.47
10.41
10.4
10.44
10.36
10.43
10.4
10.38
10.32
10.2
10.28
10.29
10.25
10.24
10.26
10.21
10.19
10.18
10.3
10.32
10.38
10.41
10.44
10.45
10.40
10.43
10.32
10.4
10.32
10.27
10.25
10.2
10.23
10.17
10.22
10.2
10.2
10.36
10.38
10.25
10.25
10.29
10.31
10.34
10.24
10.36
10.44
10.51
10.61
10.44
10.35
10.41
10.33
10.22
10.16
10.15
10.15
10.2
10.21
10.26
10.21
10.15
10.08
10.02
10
10.15
10.2
10.21
10.21
10.21
10.22
10.16
10.23
10.18
10.23
10.17
10.01
9.9701
9.95
9.91
9.87
9.87
9.86
9.92
10.03
10.14
10.08
10.16
10.38
10.54
10.55
10.6
10.57
10.51
10.55
10.36
10.36
10.35
10.31
10.27
10.28
10.23
10.21
10.23
10.15
10.33
10.23
10.15
10.14
10.13
10.05
10.05
10.11
10.34
10.34
10.24
10.43
10.41
10.41
10.3
10.28
10.3
10.32
10.4
10.31
10.31
10.43
10.5
10.38
10.4
10.43
10.29
10.33
10.39
10.29
10.3
10.22
10.25
10.31
10.27
10.35
10.33
10.27
10.32
10.37
10.29
10.22
10.3
10.35
10.29
10.39
10.39
10.35
10.44
10.4
10.34
10.38
10.36
10.22
10.32
10.34
10.29
10.32
10.25
10.25
10.38
10.28
10.33
10.28
10.42
10.45
10.35
10.4
10.39
10.4
10.33
10.33
10.48
10.52
10.51
10.52
10.4
10.47
10.52
10.44
10.48
10.47
10.5
10.35
10.39
10.4
10.34
10.5
10.42
10.46
10.43
10.49
10.47
10/31/06 10.5
FUND SNAPSHOT
------------------------------------
Share Price $10.50
------------------------------------
Net Asset Value $11.04
------------------------------------
Premium/(Discount) to NAV -4.89%
------------------------------------
Market Yield 4.80%
------------------------------------
Taxable-Equivalent Yield1 6.67%
------------------------------------
Net Assets ($000) 89,605
------------------------------------
Average Effective Maturity
on Securities (Years) 17.09
------------------------------------
Modified Duration 4.97
------------------------------------
AVERAGE ANNUAL TOTAL RETURN
(Inception 4/20/88)
-----------------------------------
On Share Price On NAV
-----------------------------------
1-Year 4.42% 6.50%
-----------------------------------
5-Year 2.87% 5.52%
-----------------------------------
10-Year 4.62% 5.15%
-----------------------------------
STATES
(as a % of total investments)
-----------------------------------
California 21.6%
------------------------------------
Illinois 10.0%
------------------------------------
Texas 9.5%
------------------------------------
Colorado 6.5%
------------------------------------
New York 6.2%
------------------------------------
South Carolina 5.0%
------------------------------------
Ohio 4.4%
------------------------------------
Indiana 4.0%
------------------------------------
Michigan 3.7%
------------------------------------
Virginia 3.1%
------------------------------------
Virgin Islands 3.1%
------------------------------------
Pennsylvania 2.7%
------------------------------------
Tennessee 2.5%
------------------------------------
Louisiana 2.5%
------------------------------------
West Virginia 2.4%
------------------------------------
Other 12.8%
------------------------------------
INDUSTRIES
(as a % of total investments)
------------------------------------
Health Care 20.5%
------------------------------------
Utilities 16.5%
------------------------------------
Tax Obligation/General 12.4%
------------------------------------
Tax Obligation/Limited 12.1%
------------------------------------
U.S. Guaranteed 10.0%
------------------------------------
Consumer Staples 8.2%
------------------------------------
Education and Civic
Organizations 7.5%
------------------------------------
Materials 5.5%
------------------------------------
Other 7.3%
------------------------------------
1 Taxable-Equivalent Yield represents the yield that must be earned on a
fully taxable investment in order to equal the yield of the Fund on an
after-tax basis. It is based on a federal income tax rate of 28%. When
comparing the Fund to investments that generate qualified dividend income,
the Taxable-Equivalent Yield is lower.
2 The Fund paid shareholders a net ordinary income distribution in December
2005 of $0.0018 per share.
11
Shareholder
MEETING REPORT
The Annual Shareholder Meeting was held on August 1, 2006, at The Northern Trust
Company, 50 South LaSalle Street, Chicago, Illinois 60675.
NUV NMI
Common Common
Shares Shares
------------------------------------------------------------------------------------------------------------------------------------
APPROVAL OF THE BOARD MEMBERS WAS REACHED AS FOLLOWS:
------------------------------------------------------------------------------------------------------------------------------------
Judith M. Stockdale
For 158,146,579 6,914,327
Withhold 2,255,373 81,178
------------------------------------------------------------------------------------------------------------------------------------
Total 160,401,952 6,995,505
====================================================================================================================================
Robert P. Bremner
For 158,119,000 6,915,443
Withhold 2,282,952 80,062
------------------------------------------------------------------------------------------------------------------------------------
Total 160,401,952 6,995,505
====================================================================================================================================
Jack B. Evans
For 158,153,907 6,917,443
Withhold 2,248,045 78,062
------------------------------------------------------------------------------------------------------------------------------------
Total 160,401,952 6,995,505
====================================================================================================================================
William J. Schneider
For 158,217,032 6,921,680
Withhold 2,184,920 73,825
------------------------------------------------------------------------------------------------------------------------------------
Total 160,401,952 6,995,505
====================================================================================================================================
Report of
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
THE BOARD OF DIRECTORS AND SHAREHOLDERS
NUVEEN MUNICIPAL VALUE FUND, INC.
NUVEEN MUNICIPAL INCOME FUND, INC.
We have audited the accompanying statements of assets and liabilities, including
the portfolios of investments, of Nuveen Municipal Value Fund, Inc. and Nuveen
Municipal Income Fund, Inc. (the "Funds") as of October 31, 2006, and the
related statements of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended and the
financial highlights for each of the five years in the period then ended. These
financial statements and financial highlights are the responsibility of the
Funds' management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the Standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. We were
not engaged to perform an audit of the Funds' internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Funds' internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements and financial highlights, assessing the accounting principles used
and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of
securities owned as of October 31, 2006, by correspondence with the custodian
and brokers or by other appropriate auditing procedures where replies from
brokers were not received. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial positions of
Nuveen Municipal Value Fund, Inc. and Nuveen Municipal Income Fund, Inc. at
October 31, 2006, the results of their operations for the year then ended,
changes in their net assets for each of the two years in the period then ended,
and the financial highlights for each of the five years in the period then ended
in conformity with U.S. generally accepted accounting principles.
/s/ Ernst & Young LLP
Chicago, Illinois
December 14, 2006
13
Nuveen Municipal Value Fund, Inc. (NUV)
Portfolio of
INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
ALABAMA - 1.0%
$ 1,020 Alabama Housing Finance Authority, Collateralized Home Mortgage 4/08 at 102.00 Aaa $ 1,035,616
Program Single Family Mortgage Revenue Bonds, Series 1998A-2,
5.450%, 10/01/28 (Alternative Minimum Tax)
5,000 Courtland Industrial Development Board, Alabama, Solid Waste 11/09 at 101.00 Baa3 5,341,250
Disposal Revenue Bonds, Champion International Paper Corporation,
Series 1999A, 6.700%, 11/01/29 (Alternative Minimum Tax)
1,750 Huntsville Healthcare Authority, Alabama, Revenue Bonds, 6/11 at 101.00 A2 1,872,255
Series 2001A, 5.750%, 6/01/31
12,000 Jefferson County, Alabama, Sewer Revenue Capital Improvement 2/09 at 101.00 AAA 12,586,440
Warrants, Series 1999A, 5.375%, 2/01/36 (Pre-refunded 2/01/09)
- FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
19,770 Total Alabama 20,835,561
------------------------------------------------------------------------------------------------------------------------------------
ALASKA - 0.5%
3,335 Alaska Housing Finance Corporation, General Housing Purpose 12/14 at 100.00 AAA 3,507,986
Bonds, Series 2005A, 5.000%, 12/01/30 - FGIC Insured
3,000 Anchorage, Alaska, General Obligation Bonds, Series 2003B, 5.000%, 9/13 at 100.00 AAA 3,192,420
9/01/23 - FGIC Insured
2,585 Northern Tobacco Securitization Corporation, Alaska, Tobacco 6/10 at 100.00 AAA 2,753,620
Settlement Asset-Backed Bonds, Series 2000, 6.200%, 6/01/22
(Pre-refunded 6/01/10)
------------------------------------------------------------------------------------------------------------------------------------
8,920 Total Alaska 9,454,026
------------------------------------------------------------------------------------------------------------------------------------
ARIZONA - 1.2%
13,100 Arizona Health Facilities Authority, Hospital Revenue Bonds, 7/10 at 101.00 A 14,468,819
Catholic Healthcare West, Series 1999A, 6.625%, 7/01/20
4,900 Arizona Health Facilities Authority, Hospital System Revenue 11/09 at 100.00 Baa3 5,160,827
Bonds, Phoenix Children's Hospital, Series 1999A, 6.250%,
11/15/29
1,400 Arizona Health Facilities Authority, Hospital System Revenue 2/12 at 101.00 Baa3 1,538,642
Bonds, Phoenix Children's Hospital, Series 2002A, 6.250%,
2/15/21
3,000 Phoenix Industrial Development Authority, Arizona, GNMA 4/15 at 100.00 Aaa 3,067,770
Collateralized Multifamily Housing Revenue Bonds, Park Lee
Apartments, Series 2004A, 5.050%, 10/20/44 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
22,400 Total Arizona 24,236,058
------------------------------------------------------------------------------------------------------------------------------------
ARKANSAS - 0.6%
10,460 Cabot School District 4, Lonoke County, Arkansas, General Obligation 8/08 at 100.00 Aaa 10,655,707
Refunding Bonds, Series 2003, 5.000%, 2/01/32 - AMBAC Insured
85 Conway, Arkansas, Sales and Use Tax Capital Improvement Bonds, 12/06 at 101.00 AAA 85,974
Series 1997A, 5.350%, 12/01/17 (Pre-refunded 12/01/06) -
FSA Insured
2,000 University of Arkansas, Fayetteville, Various Facilities Revenue 12/12 at 100.00 Aaa 2,089,960
Bonds, Series 2002, 5.000%, 12/01/32 - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
12,545 Total Arkansas 12,831,641
------------------------------------------------------------------------------------------------------------------------------------
CALIFORNIA - 10.0%
California Department of Water Resources, Power Supply Revenue
Bonds, Series 2002A:
10,000 5.125%, 5/01/19 (Pre-refunded 5/01/12) 5/12 at 101.00 Aaa 10,902,300
10,000 5.250%, 5/01/20 (Pre-refunded 5/01/12) 5/12 at 101.00 Aaa 10,964,400
7,310 California Educational Facilities Authority, Revenue Bonds, Loyola 10/09 at 39.19 Aaa 2,582,258
Marymount University, Series 2000, 0.000%, 10/01/24 (Pre-refunded
10/01/09) - MBIA Insured
6,000 California Health Facilities Financing Authority, Revenue Bonds, 4/16 at 100.00 A+ 6,260,760
Kaiser Permanante System, Series 2006, 5.000%, 4/01/37
6,830 California Infrastructure Economic Development Bank, Revenue 10/11 at 101.00 A- 7,147,390
Bonds, J. David Gladstone Institutes, Series 2001, 5.250%,
10/01/34
14
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
CALIFORNIA (continued)
$ 17,155 California State Public Works Board, Lease Revenue Refunding Bonds, 12/06 at 100.00 Aa2 $17,169,753
Various University of California Projects, Series 1993A, 5.500%,
6/01/21
14,680 California Statewide Community Development Authority, Certificates 4/09 at 101.00 BBB 15,049,055
of Participation, Internext Group, Series 1999, 5.375%, 4/01/17
California, General Obligation Bonds, Series 2003:
14,600 5.250%, 2/01/28 8/13 at 100.00 A+ 15,620,248
11,250 5.000%, 2/01/33 8/13 at 100.00 A+ 11,743,200
7,500 California, General Obligation Bonds, Series 2004, 5.000%, 2/01/33 2/14 at 100.00 A+ 7,849,725
3,000 Capistrano Unified School District, Orange County, California, Special 9/09 at 102.00 N/R (3) 3,235,200
Tax Bonds, Community Facilities District 98-2 - Ladera, Series 1999,
5.750%, 9/01/29 (Pre-refunded 9/01/09)
5,870 Central California Joint Powers Health Finance Authority, Certificates 2/07 at 100.00 Baa2 5,871,468
of Participation, Community Hospitals of Central California, Series
1993, 5.000%, 2/01/23
5,000 Coast Community College District, Orange County, California, General 8/18 at 100.00 AAA 3,788,900
Obligation Bonds, Series 2006C, 0.000%, 8/01/32 - FSA Insured
30,000 Foothill/Eastern Transportation Corridor Agency, California, Toll Road No Opt. Call AAA 15,759,300
Revenue Bonds, Series 1995A, 0.000%, 1/01/22 (ETM)
2,500 Foothill/Eastern Transportation Corridor Agency, California, Toll Road 1/07 at 100.00 AAA 2,510,550
Revenue Bonds, Series 1995A, 6.000%, 1/01/34 (Pre-refunded
1/01/07)
21,150 Golden State Tobacco Securitization Corporation, California, Enhanced 6/13 at 100.00 AAA 22,907,354
Tobacco Settlement Asset-Backed Bonds, Series 2003B, 5.000%,
6/01/38 (Pre-refunded 6/01/13) - AMBAC Insured
3,500 Golden State Tobacco Securitization Corporation, California, Tobacco 6/13 at 100.00 BBB 3,994,515
Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39
Golden State Tobacco Securitization Corporation, California, Tobacco
Settlement Asset-Backed Revenue Bonds, Series 2005A:
5,000 5.000%, 6/01/38 - FGIC Insured 6/15 at 100.00 AAA 5,276,350
2,000 5.000%, 6/01/45 6/15 at 100.00 A 2,068,740
9,000 Los Angeles Department of Water and Power, California, Waterworks 7/11 at 100.00 AA 9,315,810
Revenue Refunding Bonds, Series 2001A, 5.125%, 7/01/41
4,000 Los Angeles Regional Airports Improvement Corporation, California, 12/12 at 102.00 B 4,499,320
Sublease Revenue Bonds, Los Angeles International Airport,
American Airlines Inc. Terminal 4 Project, Series 2002C, 7.500%,
12/01/24 (Alternative Minimum Tax)
8,000 Rancho Mirage Joint Powers Financing Authority, California, Revenue 7/14 at 100.00 A3 8,759,360
Bonds, Eisenhower Medical Center, Series 2004, 5.625%, 7/01/34
7,300 San Diego County, California, Certificates of Participation, Burnham 9/09 at 101.00 Baa3 (3) 7,897,651
Institute, Series 1999, 6.250%, 9/01/29 (Pre-refunded 9/01/09)
2,009 Yuba County Water Agency, California, Yuba River Development 3/07 at 100.00 Baa3 1,996,223
Revenue Bonds, Pacific Gas and Electric Company, Series 1966A,
4.000%, 3/01/16
------------------------------------------------------------------------------------------------------------------------------------
213,654 Total California 203,169,830
------------------------------------------------------------------------------------------------------------------------------------
COLORADO - 3.4%
5,000 Arkansas River Power Authority, Colorado, Power Revenue Bonds, 10/16 at 100.00 AAA 5,390,500
Series 2006, 5.250%, 10/01/40 - XLCA Insured
1,800 Colorado Educational and Cultural Facilities Authority, Charter School 8/11 at 100.00 AAA 2,112,048
Revenue Bonds, Peak-to-Peak Charter School, Series 2001, 7.625%,
8/15/31 (Pre-refunded 8/15/11)
2,100 Colorado Health Facilities Authority, Revenue Bonds, Catholic Health 3/12 at 100.00 AA (3) 2,281,314
Initiatives, Series 2002A, 5.500%, 3/01/32 (ETM)
5,000 Colorado Health Facilities Authority, Revenue Bonds, Catholic Health 9/16 at 100.00 AA 4,937,150
Initiatives, Series 2006A, 4.500%, 9/01/38 (WI/DD, Settling
11/09/06)
1,365 Colorado Health Facilities Authority, Revenue Bonds, Sisters of 11/06 at 100.00 AA 1,366,242
Charity Healthcare Systems Inc., Series 1994, 5.250%, 5/15/14
500 Colorado Health Facilities Authority, Revenue Bonds, Vail Valley 1/12 at 100.00 BBB 533,215
Medical Center, Series 2001, 5.750%, 1/15/22
15
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
COLORADO (continued)
$ 18,915 Denver, Colorado, Airport System Revenue Refunding Bonds, Series 11/13 at 100.00 AAA $19,811,004
2003B, 5.000%, 11/15/33 - XLCA Insured
5,000 E-470 Public Highway Authority, Colorado, Senior Revenue Bonds, 9/10 at 102.00 AAA 5,479,050
Series 2000A, 5.750%, 9/01/35 (Pre-refunded 9/01/10) -
MBIA Insured
16,500 E-470 Public Highway Authority, Colorado, Senior Revenue Bonds, No Opt. Call AAA 5,252,940
Series 2000B, 0.000%, 9/01/32 - MBIA Insured
39,700 E-470 Public Highway Authority, Colorado, Senior Revenue Bonds, 9/10 at 31.42 AAA 10,813,486
Series 2000B, 0.000%, 9/01/28 (Pre-refunded 9/01/10) -
MBIA Insured
10,000 E-470 Public Highway Authority, Colorado, Toll Revenue Bonds, Series 9/10 at 41.72 AAA 2,212,000
2004B, 0.000%, 3/01/36 - MBIA Insured
1,450 Northwest Parkway Public Highway Authority, Colorado, Revenue 6/11 at 102.00 AAA 1,584,691
Bonds, Senior Series 2001A, 5.500%, 6/15/19 - AMBAC Insured
7,000 Northwest Parkway Public Highway Authority, Colorado, Revenue 6/16 at 100.00 AAA 6,285,230
Bonds, Senior Series 2001C, 0.000%, 6/15/21 - AMBAC Insured
------------------------------------------------------------------------------------------------------------------------------------
114,330 Total Colorado 68,058,870
------------------------------------------------------------------------------------------------------------------------------------
DISTRICT OF COLUMBIA - 1.9%
Washington Convention Center Authority, District of Columbia, Senior
Lien Dedicated Tax Revenue Bonds, Series 1998:
2,500 5.250%, 10/01/15 - AMBAC Insured 10/08 at 101.00 AAA 2,591,925
36,520 4.750%, 10/01/28 - AMBAC Insured 10/08 at 100.00 AAA 36,754,456
------------------------------------------------------------------------------------------------------------------------------------
39,020 Total District of Columbia 39,346,381
------------------------------------------------------------------------------------------------------------------------------------
Florida - 2.3%
4,000 Escambia County Health Facilities Authority, Florida, Revenue Bonds, 11/12 at 101.00 AA 4,373,480
Ascension Health Credit Group, Series 2002C, 5.750%, 11/15/32
10,000 Florida State Board of Education, Public Education Capital Outlay 6/15 at 101.00 AAA 10,034,400
Bonds, Series 2005E, 4.500%, 6/01/35
1,750 Hillsborough County Industrial Development Authority, Florida, 10/16 at 100.00 A3 1,855,140
Hospital Revenue Bonds, Tampa General Hospital, Series 2006,
5.250%, 10/01/41
10,690 Jacksonville, Florida, Better Jacksonville Sales Tax Revenue Bonds, 10/11 at 100.00 AAA 11,068,319
Series 2001, 5.000%, 10/01/30 - AMBAC Insured
4,880 Lee County, Florida, Airport Revenue Bonds, Series 2000A, 6.000%, 10/10 at 101.00 AAA 5,308,269
10/01/32 - FSA Insured (Alternative Minimum Tax)
4,895 Orange County Health Facilities Authority, Florida, Hospital Revenue 10/09 at 101.00 A 5,197,364
Bonds, Orlando Regional Healthcare System, Series 1999E,
6.000%, 10/01/26
105 Orange County Health Facilities Authority, Florida, Hospital Revenue 10/09 at 101.00 A (3) 112,785
Bonds, Orlando Regional Healthcare System, Series 1999E, 6.000%,
10/01/26 (Pre-refunded 10/01/09)
8,250 Orange County School Board, Florida, Certificates of Participation, 8/12 at 100.00 AAA 8,585,693
Series 2002A, 5.000%, 8/01/27 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
44,570 Total Florida 46,535,450
------------------------------------------------------------------------------------------------------------------------------------
GEORGIA - 2.1%
10,240 Atlanta, Georgia, Water and Wastewater Revenue Bonds, Series 5/09 at 101.00 AAA 10,477,056
1999A, 5.000%, 11/01/38 - FGIC Insured
2,500 Atlanta, Georgia, Water and Wastewater Revenue Bonds, Series 5/12 at 100.00 AAA 2,600,425
2001A, 5.000%, 11/01/33 - MBIA Insured
4,000 Augusta, Georgia, Water and Sewerage Revenue Bonds, Series 2004, 10/14 at 100.00 AAA 4,315,160
5.250%, 10/01/39 - FSA Insured
500 Coffee County Hospital Authority, Georgia, Revenue Anticipation No Opt. Call AAA 500,985
Certificates, Coffee Regional Medical Center Inc., Series 1997A,
6.250%, 12/01/06 (ETM)
21,100 Coffee County Hospital Authority, Georgia, Revenue Anticipation 12/06 at 102.00 AAA 21,575,594
Certificates, Coffee Regional Medical Center Inc., Series 1997A,
6.750%, 12/01/26 (Pre-refunded 12/01/06
16
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
GEORGIA (continued)
$ 2,250 Royston Hospital Authority, Georgia, Revenue Anticipation 7/09 at 102.00 N/R $ 2,329,133
Certificates, Ty Cobb Healthcare System Inc., Series 1999, 6.500%,
7/01/27
------------------------------------------------------------------------------------------------------------------------------------
40,590 Total Georgia 41,798,353
------------------------------------------------------------------------------------------------------------------------------------
HAWAII - 1.1%
7,500 Hawaii, General Obligation Bonds, Series 2003DA, 5.250%, 9/01/23 - 9/13 at 100.00 AAA 8,134,575
MBIA Insured
12,325 Honolulu City and County, Hawaii, General Obligation Bonds, Series 3/13 at 100.00 AAA 13,153,856
2003A, 5.250%, 3/01/28 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
19,825 Total Hawaii 21,288,431
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS - 10.9%
2,060 Aurora, Illinois, Golf Course Revenue Bonds, Series 2000, 1/10 at 100.00 A+ 2,196,125
6.375%, 1/01/20
2,425 Chicago Board of Education, Illinois, Unlimited Tax General 12/07 at 102.00 AAA 2,508,978
Obligation Bonds, Dedicated Tax Revenues, Series 1997A, 5.250%,
12/01/22 - AMBAC Insured
15,000 Chicago Board of Education, Illinois, Unlimited Tax General Obligation No Opt. Call AAA 6,815,850
Bonds, Dedicated Tax Revenues, Series 1998B-1, 0.000%, 12/01/24
- FGIC Insured
1,125 Chicago Greater Metropolitan Sanitary District, Illinois, General No Opt. Call Aaa 1,230,683
Obligation Capital Improvement Bonds, Series 1991, 7.000%,
1/01/11 (ETM)
5,000 Chicago Housing Authority, Illinois, Revenue Bonds, Capital Fund 7/12 at 100.00 AA (3) 5,444,350
Program, Series 2001, 5.375%, 7/01/18 (Pre-refunded 7/01/12)
285 Chicago, Illinois, General Obligation Bonds, Series 2002A, 5.625%, 7/12 at 100.00 AAA 311,277
1/01/39 - AMBAC Insured
9,715 Chicago, Illinois, General Obligation Bonds, Series 2002A, 5.625%, 7/12 at 100.00 AAA 10,722,640
1/01/39 (Pre-refunded 7/01/12) - AMBAC Insured
2,575 Chicago, Illinois, Second Lien Passenger Facility Charge Revenue 1/11 at 101.00 AAA 2,657,941
Bonds, O'Hare International Airport, Series 2001C, 5.100%, 1/01/26
- AMBAC Insured (Alternative Minimum Tax)
3,020 Cook County High School District 209, Proviso Township, Illinois, 12/16 at 100.00 AAA 3,069,286
General Obligation Bonds, Series 2004, 0.000%, 12/01/19 -
FSA Insured
385 DuPage County Community School District 200, Wheaton, Illinois, 11/13 at 100.00 Aaa 418,661
General Obligation Bonds, Series 2003B, 5.250%, 11/01/20 -
FSA Insured
1,615 DuPage County Community School District 200, Wheaton, Illinois, 11/13 at 100.00 Aaa 1,775,660
General Obligation Bonds, Series 2003B, 5.250%, 11/01/20
(Pre-refunded 11/01/13) - FSA Insured
5,000 Illinois Development Finance Authority, Gas Supply Revenue Bonds, 11/13 at 101.00 AAA 5,143,400
Peoples Gas, Light and Coke Company, Series 2003E, 4.875%,
11/01/38 (Mandatory put 11/01/18) - AMBAC Insured
(Alternative Minimum Tax)
28,030 Illinois Development Finance Authority, Local Government Program No Opt. Call Aaa 16,904,332
Revenue Bonds, Kane, Cook and DuPage Counties School District
U46 - Elgin, Series 2002, 0.000%, 1/01/19 - FSA Insured
1,800 Illinois Development Finance Authority, Local Government Program No Opt. Call Aaa 1,079,190
Revenue Bonds, Winnebago and Boone Counties School District 205
- Rockford, Series 2000, 0.000%, 2/01/19 - FSA Insured
3,180 Illinois Development Finance Authority, Revenue Bonds, Chicago 12/21 at 100.00 BBB 3,342,752
Charter School Foundation, Series 2002A, 6.250%, 12/01/32
8,000 Illinois Development Finance Authority, Revenue Bonds, Illinois 9/11 at 100.00 AAA 8,416,720
Wesleyan University, Series 2001, 5.125%, 9/01/35 -
AMBAC Insured
5,000 Illinois Finance Authority, Revenue Bonds, Northwestern Memorial 8/14 at 100.00 AA+ 5,490,350
Hospital, Series 2004A, 5.500%, 8/15/43
15,000 Illinois Health Facilities Authority, Revenue Bonds, Condell Medical 5/10 at 101.00 Baa2 16,152,750
Center, Series 2000, 6.500%, 5/15/30
15,000 Illinois Health Facilities Authority, Revenue Bonds, Edward Hospital 2/11 at 101.00 AAA 15,763,350
Obligated Group, Series 2001B, 5.250%, 2/15/34 - FSA Insured
8,145 Illinois Health Facilities Authority, Revenue Bonds, Sherman Health 8/07 at 101.00 AAA 8,299,266
Systems, Series 1997, 5.250%, 8/01/22 - AMBAC Insured
4,350 Illinois Health Facilities Authority, Revenue Bonds, South Suburban No Opt. Call A (3) 5,226,830
Hospital, Series 1992, 7.000%, 2/15/18 (ETM)
17
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS (continued)
$ 5,000 Illinois Sports Facility Authority, State Tax Supported Bonds, Series 6/15 at 101.00 AAA $ 4,596,800
2001, 0.000%, 6/15/30 - AMBAC Insured
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Bonds, McCormick Place Expansion Project, Series 1992A:
18,955 0.000%, 6/15/17 - FGIC Insured No Opt. Call AAA 12,278,291
12,830 0.000%, 6/15/18 - FGIC Insured No Opt. Call AAA 7,941,642
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Bonds, McCormick Place Expansion Project, Series 1994B:
7,250 0.000%, 6/15/18 - MBIA Insured No Opt. Call AAA 4,487,678
3,385 0.000%, 6/15/21 - MBIA Insured No Opt. Call AAA 1,822,349
5,190 0.000%, 6/15/28 - MBIA Insured No Opt. Call AAA 2,064,167
11,300 0.000%, 6/15/29 - FGIC Insured No Opt. Call AAA 4,306,543
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Bonds, McCormick Place Expansion Project, Series 2002A:
10,000 0.000%, 6/15/24 - MBIA Insured 6/22 at 101.00 AAA 6,643,900
21,375 0.000%, 6/15/34 - MBIA Insured No Opt. Call AAA 6,443,066
21,000 0.000%, 12/15/35 - MBIA Insured No Opt. Call AAA 5,898,900
20,000 0.000%, 6/15/36 - MBIA Insured No Opt. Call AAA 5,452,400
22,370 0.000%, 6/15/39 - MBIA Insured No Opt. Call AAA 5,300,572
8,460 5.250%, 6/15/42 - MBIA Insured 6/12 at 101.00 AAA 9,078,511
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Refunding Bonds, McCormick Place Expansion Project, Series 1996A:
16,550 0.000%, 12/15/21 - MBIA Insured No Opt. Call AAA 8,723,174
1,650 5.250%, 6/15/27 - AMBAC Insured 12/06 at 102.00 AAA 1,684,749
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Refunding Bonds, McCormick Place Expansion Project, Series 2002B:
3,775 0.000%, 6/15/20 - MBIA Insured 6/17 at 101.00 AAA 3,157,976
5,715 0.000%, 6/15/21 - MBIA Insured 6/17 at 101.00 AAA 4,795,628
965 Tri-City Regional Port District, Illinois, Port and Terminal No Opt. Call N/R 970,761
Facilities Revenue Refunding Bonds, Delivery Network Project,
Series 2003A, 4.900%, 7/01/14 (Alternative Minimum Tax)
495 Tri-City Regional Port District, Illinois, Port and Terminal Facilities No Opt. Call N/R 502,237
Revenue Refunding Bonds, Dock 2 Enhancement Project, Series
1998B, 5.875%, 7/01/08 (Alternative Minimum Tax)
1,575 Will County Community School District 161, Summit Hill, Illinois, No Opt. Call Aaa 992,329
Capital Appreciation School Bonds, Series 1999, 0.000%, 1/01/18
- FGIC Insured
720 Will County Community School District 161, Summit Hill, Illinois, No Opt. Call Aaa 456,624
Capital Appreciation School Bonds, Series 1999, 0.000%, 1/01/18 -
FGIC Insured (ETM)
------------------------------------------------------------------------------------------------------------------------------------
335,270 Total Illinois 220,568,688
------------------------------------------------------------------------------------------------------------------------------------
INDIANA - 4.7%
10,000 Indiana Bond Bank, State Revolving Fund Program Bonds, Series 2/13 at 101.00 AAA 10,967,800
2001A, 5.375%, 2/01/19
17,105 Indiana Health Facility Financing Authority, Hospital Revenue Bonds, 2/07 at 102.00 A+ (3) 17,559,993
Clarian Health Partners Inc., Series 1996A, 6.000%, 2/15/21
(Pre-refunded 2/15/07)
2,000 Indiana Health Facility Financing Authority, Hospital Revenue Bonds, 3/14 at 100.00 AAA 2,152,500
Deaconess Hospital Inc., Series 2004A, 5.375%, 3/01/34 -
AMBAC Insured
Indiana Health Facility Financing Authority, Hospital Revenue Bonds,
Sisters of St. Francis Health Services Inc., Series 1997A:
255 5.125%, 11/01/17 (Pre-refunded 11/01/07) - MBIA Insured 11/07 at 102.00 AAA 263,849
595 5.125%, 11/01/17 (Pre-refunded 11/01/07) - MBIA Insured 11/07 at 102.00 AAA 615,647
3,175 5.375%, 11/01/27 (Pre-refunded 11/01/07) - MBIA Insured 11/07 at 102.00 AAA 3,292,888
7,345 5.375%, 11/01/27 (Pre-refunded 11/01/07) - MBIA Insured 11/07 at 102.00 AAA 7,617,720
20,000 Indiana Transportation Finance Authority, Highway Revenue Bonds, 6/13 at 100.00 AAA 20,964,000
Series 2003A, 5.000%, 6/01/28 - FSA Insured
Indianapolis Local Public Improvement Bond Bank, Indiana, Series
1999E:
12,500 0.000%, 2/01/21 - AMBAC Insured No Opt. Call AAA 6,807,875
14,595 0.000%, 2/01/27 - AMBAC Insured No Opt. Call AAA 5,997,961
18
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
INDIANA (continued)
$ 5,000 Mooresville School Building Corporation, Morgan County, Indiana, 1/09 at 102.00 AAA $ 5,230,600
First Mortgage Bonds, Series 1998, 5.000%, 7/15/15 - FSA Insured
13,100 Noblesville, Indiana, Revenue Bonds, Catholic High School 7/13 at 101.00 N/R 13,731,027
Corporation, Series 2003, 5.750%, 7/01/22
------------------------------------------------------------------------------------------------------------------------------------
105,670 Total Indiana 95,201,860
------------------------------------------------------------------------------------------------------------------------------------
IOWA - 0.9%
3,500 Iowa Higher Education Loan Authority, Private College Facility 10/12 at 100.00 A (3) 3,830,925
Revenue Bonds, Wartburg College, Series 2002, 5.500%,
10/01/33 (Pre-refunded 10/01/12) - ACA Insured
7,000 Iowa Tobacco Settlement Authority, Asset Backed Settlement 6/15 at 100.00 BBB 7,440,020
Revenue Bonds, Series 2005C, 5.625%, 6/01/46
6,160 Iowa Tobacco Settlement Authority, Tobacco Settlement 6/11 at 101.00 AAA 6,713,353
Asset-Backed Revenue Bonds, Series 2001B, 5.600%, 6/01/35
(Pre-refunded 6/01/11)
------------------------------------------------------------------------------------------------------------------------------------
16,660 Total Iowa 17,984,298
------------------------------------------------------------------------------------------------------------------------------------
KANSAS - 0.5%
10,000 Kansas Department of Transportation, Highway Revenue Bonds, 3/14 at 100.00 AAA 10,665,600
Series 2004A, 5.000%, 3/01/22
------------------------------------------------------------------------------------------------------------------------------------
KENTUCKY - 0.1%
1,755 Greater Kentucky Housing Assistance Corporation, FHA-Insured 1/07 at 100.00 AAA 1,757,159
Section 8 Mortgage Revenue Refunding Bonds, Series 1997A,
6.100%, 1/01/24 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
LOUISIANA - 2.1%
1,000 East Baton Rouge Parish, Louisiana, Revenue Refunding Bonds, 3/08 at 102.00 B2 1,005,830
Georgia Pacific Corporation Project, Series 1998, 5.350%, 9/01/11
(Alternative Minimum Tax)
5,150 Louisiana Public Facilities Authority, Hospital Revenue Bonds, 8/15 at 100.00 A+ 5,448,546
Franciscan Missionaries of Our Lady Health System, Series 2005A,
5.250%, 8/15/32
11,885 Louisiana Public Facilities Authority, Hospital Revenue Refunding 5/07 at 100.00 AAA 13,313,220
Bonds, Southern Baptist Hospital, Series 1986, 8.000%, 5/15/12
(ETM)
20,980 Tobacco Settlement Financing Corporation, Louisiana, Tobacco 5/11 at 101.00 BBB 22,345,588
Settlement Asset-Backed Bonds, Series 2001B, 5.875%, 5/15/39
------------------------------------------------------------------------------------------------------------------------------------
39,015 Total Louisiana 42,113,184
------------------------------------------------------------------------------------------------------------------------------------
MARYLAND - 0.4%
3,500 Maryland Energy Financing Administration, Revenue Bonds, AES 9/07 at 100.00 N/R 3,527,510
Warrior Run Project, Series 1995, 7.400%, 9/01/19 (Alternative
Minimum Tax)
4,600 Maryland Health and Higher Educational Facilities Authority, Revenue 8/14 at 100.00 BBB+ 4,920,896
Bonds, MedStar Health, Series 2004, 5.500%, 8/15/33
------------------------------------------------------------------------------------------------------------------------------------
8,100 Total Maryland 8,448,406
------------------------------------------------------------------------------------------------------------------------------------
MASSACHUSETTS - 3.7%
10,000 Massachusetts Bay Transportation Authority, Senior Sales Tax 7/12 at 100.00 AAA 10,719,300
Revenue Refunding Bonds, Series 2002A, 5.000%, 7/01/32
(Pre-refunded 7/01/12)
1,720 Massachusetts Development Finance Agency, Resource Recovery 12/08 at 102.00 BBB 1,768,040
Revenue Bonds, Ogden Haverhill Associates, Series 1998B, 5.100%,
12/01/12 (Alternative Minimum Tax)
4,340 Massachusetts Health and Educational Facilities Authority, Revenue 11/11 at 101.00 AA 4,560,949
Bonds, Cape Cod Health Care Inc., Series 2001C, 5.250%, 11/15/31
- RAAI Insured
Massachusetts Health and Educational Facilities Authority, Revenue
Bonds, Northern Berkshire Community Services Inc., Series 2004B:
1,340 6.250%, 7/01/24 7/14 at 100.00 BB- 1,429,217
1,000 6.375%, 7/01/34 7/14 at 100.00 BB- 1,061,230
Massachusetts Turnpike Authority, Metropolitan Highway System
Revenue Bonds, Senior Series 1997A:
10,000 5.000%, 1/01/27 - MBIA Insured 1/07 at 102.00 AAA 10,207,100
22,440 5.000%, 1/01/37 - MBIA Insured 1/07 at 102.00 AAA 22,926,275
19
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
MASSACHUSETTS (continued)
$ 8,000 Massachusetts Turnpike Authority, Metropolitan Highway System 1/07 at 102.00 AAA $ 8,174,480
Revenue Bonds, Subordinate Series 1997B, 5.125%, 1/01/37 -
MBIA Insured
7,405 Massachusetts Turnpike Authority, Metropolitan Highway System 1/09 at 101.00 AAA 7,620,560
Revenue Bonds, Subordinate Series 1999A, 5.000%, 1/01/39 -
AMBAC Insured
1,750 Massachusetts Water Pollution Abatement Trust, Pooled Loan 8/10 at 101.00 AAA 1,879,273
Program Bonds, Series 6, 5.500%, 8/01/30 (Pre-refunded 8/01/10)
4,250 Massachusetts Water Pollution Abatement Trust, Pooled Loan 8/10 at 101.00 AAA 4,547,713
Program Bonds, Series 6, 5.500%, 8/01/30
------------------------------------------------------------------------------------------------------------------------------------
72,245 Total Massachusetts 74,894,137
------------------------------------------------------------------------------------------------------------------------------------
MICHIGAN - 4.7%
6,000 Dearborn Hospital Finance Authority, Michigan, Hospital Revenue 2/07 at 100.00 AAA 6,006,180
Refunding Bonds, Oakwood Obligated Group, Series 1994A,
5.250%, 8/15/21 - MBIA Insured
10,300 Detroit Local Development Finance Authority, Michigan, Tax 5/09 at 101.00 BB- 9,994,914
Increment Bonds, Series 1998A, 5.500%, 5/01/21
5,000 Detroit Water Supply System, Michigan, Water Supply System 7/16 at 100.00 AAA 5,050,200
Revenue Bonds, Series 2006D, 4.625%, 7/01/32 - FSA Insured
14,000 Detroit, Michigan, Second Lien Sewerage Disposal System Revenue 7/15 at 100.00 AAA 14,758,940
Bonds, Series 2005A, 5.000%, 7/01/35 - MBIA Insured
5,240 Michigan Municipal Bond Authority, Clean Water Revolving Fund 10/12 at 100.00 AAA 5,654,903
Revenue Refunding Bonds, Series 2002, 5.250%, 10/01/19
Michigan Municipal Bond Authority, Public School Academy Revenue
Bonds, Detroit Academy of Arts and Sciences Charter School,
Series 2001A:
1,500 7.500%, 10/01/12 10/09 at 102.00 Ba1 1,556,100
5,000 7.900%, 10/01/21 10/09 at 102.00 Ba1 5,336,600
3,500 8.000%, 10/01/31 10/09 at 102.00 Ba1 3,728,375
22,235 Michigan State Hospital Finance Authority, Hospital Revenue Bonds, 8/08 at 101.00 BB- 22,506,045
Detroit Medical Center Obligated Group, Series 1998A,
5.250%, 8/15/28
Michigan State Hospital Finance Authority, Revenue Refunding
Bonds, Detroit Medical Center Obligated Group, Series 1993A:
1,000 6.250%, 8/15/13 2/07 at 100.00 BB- 1,000,570
12,925 6.500%, 8/15/18 2/07 at 100.00 BB- 12,933,918
7,200 Michigan Strategic Fund, Limited Obligation Resource Recovery 12/12 at 100.00 AAA 7,614,000
Revenue Refunding Bonds, Detroit Edison Company, Series 2002D,
5.250%, 12/15/32 - XLCA Insured
------------------------------------------------------------------------------------------------------------------------------------
93,900 Total Michigan 96,140,745
------------------------------------------------------------------------------------------------------------------------------------
MINNESOTA - 0.1%
1,750 Breckenridge, Minnesota, Revenue Bonds, Catholic Health Initiatives, 5/14 at 100.00 AA 1,842,155
Series 2004A, 5.000%, 5/01/30
390 Minnesota Housing Finance Agency, Rental Housing Bonds, Series 2/07 at 100.00 AAA 392,106
1995D, 5.900%, 8/01/15 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
2,140 Total Minnesota 2,234,261
------------------------------------------------------------------------------------------------------------------------------------
MISSOURI - 2.7%
40,000 Missouri Health and Educational Facilities Authority, Revenue Bonds, 5/13 at 100.00 AA 42,334,395
BJC Health System, Series 2003, 5.250%, 5/15/32
2,000 Missouri-Illinois Metropolitan District Bi-State Development Agency, 10/13 at 100.00 AAA 2,104,300
Mass Transit Sales Tax Appropriation Bonds, Metrolink Cross
County Extension Project, Series 2002B, 5.000%, 10/01/32 -
FSA Insured
4,000 Sugar Creek, Missouri, Industrial Development Revenue Bonds, 6/13 at 101.00 BBB 4,185,360
Lafarge North America Inc., Series 2003A, 5.650%, 6/01/37
(Alternative Minimum Tax)
20
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
MISSOURI (continued)
West Plains Industrial Development Authority, Missouri, Hospital
Facilities Revenue Bonds, Ozark Medical Center, Series 1997:
$ 1,750 5.500%, 11/15/12 11/07 at 101.00 BB $ 1,775,568
1,000 5.600%, 11/15/17 11/07 at 101.00 BB 1,010,250
3,075 West Plains Industrial Development Authority, Missouri, Hospital 11/09 at 101.00 BB 3,215,989
Facilities Revenue Bonds, Ozark Medical Center, Series 1999,
6.750%, 11/15/24
------------------------------------------------------------------------------------------------------------------------------------
51,825 Total Missouri 54,625,862
------------------------------------------------------------------------------------------------------------------------------------
MONTANA - 0.2%
3,750 Forsyth, Rosebud County, Montana, Pollution Control Revenue 3/13 at 101.00 AAA 3,941,063
Refunding Bonds, Puget Sound Energy, Series 2003A, 5.000%,
3/01/31 - AMBAC Insured
------------------------------------------------------------------------------------------------------------------------------------
NEVADA - 2.0%
2,500 Carson City, Nevada, Hospital Revenue Bonds, Carson-Tahoe Hospital, 9/13 at 100.00 AA 2,611,075
Series 2003A, 5.125%, 9/01/29 - RAAI Insured
Director of Nevada State Department of Business and Industry,
Revenue Bonds, Las Vegas Monorail Project, First Tier, Series
2000:
15,095 0.000%, 1/01/24 - AMBAC Insured No Opt. Call AAA 7,043,478
11,000 0.000%, 1/01/25 - AMBAC Insured No Opt. Call AAA 4,892,360
2,000 5.625%, 1/01/32 - AMBAC Insured 1/10 at 102.00 AAA 2,143,940
22,010 5.375%, 1/01/40 - AMBAC Insured 1/10 at 100.00 AAA 22,940,363
------------------------------------------------------------------------------------------------------------------------------------
52,605 Total Nevada 39,631,216
------------------------------------------------------------------------------------------------------------------------------------
NEW JERSEY - 5.6%
23,625 New Jersey Economic Development Authority, Special Facilities 9/09 at 101.00 B 24,436,283
Revenue Bonds, Continental Airlines Inc., Series 1999, 6.250%,
9/15/29 (Alternative Minimum Tax)
9,000 New Jersey Economic Development Authority, Special Facilities 11/10 at 101.00 B 9,598,680
Revenue Bonds, Continental Airlines Inc., Series 2000, 7.000%,
11/15/30 (Alternative Minimum Tax)
New Jersey Health Care Facilities Financing Authority, Revenue
Bonds, Trinitas Hospital Obligated Group, Series 2000:
250 7.375%, 7/01/15 7/10 at 101.00 BBB- 280,790
11,200 7.500%, 7/01/30 7/10 at 101.00 BBB- 12,516,896
7,500 New Jersey Transportation Trust Fund Authority, Transportation 6/13 at 100.00 AAA 8,331,225
System Bonds, Series 2003C, 5.500%, 6/15/24 (Pre-refunded
6/15/13)
New Jersey Transportation Trust Fund Authority, Transportation
System Bonds, Series 2006C:
30,000 0.000%, 12/15/31 - FGIC Insured No Opt. Call AAA 10,251,900
27,000 0.000%, 12/15/32 - FSA Insured No Opt. Call AAA 8,795,790
310 New Jersey Turnpike Authority, Revenue Bonds, Series 1991C, No Opt. Call AAA 364,641
6.500%, 1/01/16 - MBIA Insured
New Jersey Turnpike Authority, Revenue Bonds, Series 1991C:
105 6.500%, 1/01/16 - MBIA Insured (ETM) No Opt. Call AAA 123,429
1,490 6.500%, 1/01/16 - MBIA Insured (ETM) No Opt. Call AAA 1,751,510
26,680 Tobacco Settlement Financing Corporation, New Jersey, Tobacco 6/12 at 100.00 BBB 28,969,676
Settlement Asset-Backed Bonds, Series 2002, 6.125%, 6/01/42
Tobacco Settlement Financing Corporation, New Jersey, Tobacco
Settlement Asset-Backed Bonds, Series 2003:
1,000 6.125%, 6/01/24 6/13 at 100.00 BBB 1,090,170
7,125 6.250%, 6/01/43 6/13 at 100.00 BBB 7,881,746
------------------------------------------------------------------------------------------------------------------------------------
145,285 Total New Jersey 114,392,736
------------------------------------------------------------------------------------------------------------------------------------
NEW MEXICO - 0.6%
1,500 University of New Mexico, Revenue Refunding Bonds, Series 1992A, No Opt. Call AA 1,774,080
6.000%, 6/01/21
9,600 University of New Mexico, Subordinate Lien Revenue Refunding and 6/12 at 100.00 AA 9,971,136
Improvement Bonds, Series 2002A, 5.000%, 6/01/32
------------------------------------------------------------------------------------------------------------------------------------
11,100 Total New Mexico 11,745,216
------------------------------------------------------------------------------------------------------------------------------------
21
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
NEW YORK - 13.3%
$ 8,500 Dormitory Authority of the State of New York, FHA-Insured Mortgage 2/14 at 100.00 AAA $ 8,945,230
Revenue Bonds, Kaleida Health, Series 2004, 5.050%, 2/15/25
445 Dormitory Authority of the State of New York, Improvement Revenue 8/09 at 101.00 AA- 461,287
Bonds, Mental Health Services Facilities, Series 1999D, 5.250%,
2/15/29
Dormitory Authority of the State of New York, Improvement Revenue
Bonds, Mental Health Services Facilities, Series 1999D:
65 5.250%, 2/15/29 (Pre-refunded 8/15/09) 8/09 at 101.00 AA- (3) 68,557
6,490 5.250%, 2/15/29 (Pre-refunded 8/15/09) 8/09 at 101.00 AA- (3) 6,845,198
5,200 Dormitory Authority of the State of New York, New York City, Lease 5/10 at 101.00 A+ (3) 5,676,892
Revenue Bonds, Court Facilities, Series 1999, 6.000%, 5/15/39
(Pre-refunded 5/15/10)
2,500 Dormitory Authority of the State of New York, Revenue Bonds, Mount 7/08 at 100.00 Ba1 2,557,100
Sinai NYU Health Obligated Group, Series 2000A, 5.500%, 7/01/26
2,625 Dormitory Authority of the State of New York, Revenue Bonds, Mount 7/08 at 100.00 Ba1 2,684,955
Sinai NYU Health, Series 2000C, 5.500%, 7/01/26
5,360 East Rochester Housing Authority, New York, FHA-Insured Mortgage 8/07 at 102.00 AAA 5,544,813
Revenue Bonds, St. John's Meadows Project, Series 1997A,
5.600%, 8/01/17 - MBIA Insured
11,000 Long Island Power Authority, New York, Electric System General 6/08 at 101.00 AAA 11,402,050
Revenue Bonds, Series 1998A, 5.250%, 12/01/26 (Pre-refunded
6/01/08) - MBIA Insured
15,500 Long Island Power Authority, New York, Electric System General 9/11 at 100.00 A- (3) 16,756,120
Revenue Bonds, Series 2001A, 5.375%, 9/01/25
(Pre-refunded 9/01/11)
2,000 Long Island Power Authority, New York, Electric System General 6/16 at 100.00 A- 2,109,740
Revenue Bonds, Series 2006B, 5.000%, 12/01/35
10,000 New York City Industrial Development Agency, New York, Special 8/12 at 101.00 B 11,816,500
Facilities Revenue Bonds, JFK Airport - American Airlines Inc.,
Series 2002B, 8.500%, 8/01/28 (Alternative Minimum Tax)
5,500 New York City Municipal Water Finance Authority, New York, Water 12/14 at 100.00 AAA 5,813,500
and Sewerage System Revenue Bonds, Fiscal Series 2005B,
5.000%, 6/15/36 - FSA Insured
5 New York City, New York, General Obligation Bonds, Fiscal Series 8/08 at 100.00 AA- 5,084
1997E, 6.000%, 8/01/16
39,610 New York City, New York, General Obligation Bonds, Fiscal Series 10/07 at 101.00 Aaa 40,932,180
1997G, 6.000%, 10/15/26 (Pre-refunded 10/15/07)
9,320 New York City, New York, General Obligation Bonds, Fiscal Series 8/07 at 101.00 AA- 9,526,811
1998D, 5.500%, 8/01/10
4,075 New York City, New York, General Obligation Bonds, Fiscal Series 8/07 at 101.00 AA- (3) 4,175,571
1998D, 5.500%, 8/01/10 (Pre-refunded 8/01/07)
New York City, New York, General Obligation Bonds, Fiscal Series
2003J:
4,515 5.500%, 6/01/21 6/13 at 100.00 AA- 4,926,633
2,960 5.500%, 6/01/22 6/13 at 100.00 AA- 3,224,476
New York City, New York, General Obligation Bonds, Fiscal Series
2003J:
10,485 5.500%, 6/01/21 (Pre-refunded 6/01/13) 6/13 at 100.00 A1 (3) 11,687,315
7,040 5.500%, 6/01/22 (Pre-refunded 6/01/13) 6/13 at 100.00 A1 (3) 7,847,277
New York City, New York, General Obligation Bonds, Fiscal Series
2004C:
8,000 5.250%, 8/15/24 8/14 at 100.00 AA- 8,610,400
6,000 5.250%, 8/15/25 8/14 at 100.00 AA- 6,449,520
3,335 New York Dormitory Authority, New York, FHA Insured Mortgage 8/16 at 100.00 AAA 3,487,443
Hospital Revenue Bonds, Kaleida Health, Municipal Securities Trust
7020, 6.394%, 2/15/35 (IF)
8,500 New York State Power Authority, General Revenue Bonds, Series 11/10 at 100.00 Aa2 8,960,530
2000A, 5.250%, 11/15/40
New York State Tobacco Settlement Financing Corporation, Tobacco
Settlement Asset-Backed and State Contingency Contract-Backed
Bonds, Series 2003A-1:
10,000 5.500%, 6/01/17 6/11 at 100.00 AA- 10,736,900
26,190 5.500%, 6/01/18 6/12 at 100.00 AA- 28,430,555
33,810 5.500%, 6/01/19 6/13 at 100.00 AA- 37,077,396
2,500 Port Authority of New York and New Jersey, Special Project Bonds, No Opt. Call AAA 2,732,725
JFK International Air Terminal LLC, Sixth Series 1997, 6.250%,
12/01/10 - MBIA Insured (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
251,530 Total New York 269,492,758
------------------------------------------------------------------------------------------------------------------------------------
22
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
NORTH CAROLINA - 0.9%
$ 1,500 Charlotte, North Carolina, Certificates of Participation, Governmental 6/13 at 100.00 AA+ $ 1,563,525
Facilities Projects, Series 2003G, 5.000%, 6/01/33
1,105 North Carolina Eastern Municipal Power Agency, Power System 1/07 at 102.00 AAA 1,130,923
Revenue Refunding Bonds, Series 1996A, 5.700%, 1/01/13
(Pre-refunded 1/01/07) - MBIA Insured
2,500 North Carolina Eastern Municipal Power Agency, Power System 1/13 at 100.00 BBB 2,609,850
Revenue Refunding Bonds, Series 2003D, 5.125%, 1/01/26
1,500 North Carolina Infrastructure Finance Corporation, Certificates of 2/14 at 100.00 AA+ 1,592,055
Participation, Correctional Facilities, Series 2004A, 5.000%, 2/01/20
10,000 North Carolina Municipal Power Agency 1, Catawba Electric Revenue 1/10 at 101.00 A3 10,878,700
Bonds, Series 1999B, 6.500%, 1/01/20
------------------------------------------------------------------------------------------------------------------------------------
16,605 Total North Carolina 17,775,053
------------------------------------------------------------------------------------------------------------------------------------
OHIO - 0.2%
3,000 Columbus City School District, Franklin County, Ohio, General 6/13 at 100.00 AAA 3,241,950
Obligation Bonds, Series 2003,
5.000%, 12/01/31 (Pre-refunded 6/01/13) - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
OKLAHOMA - 0.8%
15,000 Oklahoma Development Finance Authority, Revenue Bonds, St. John 2/14 at 100.00 AA 15,742,350
Health System, Series 2004, 5.125%, 2/15/31
------------------------------------------------------------------------------------------------------------------------------------
OREGON - 0.1%
2,600 Clackamas County Hospital Facility Authority, Oregon, Revenue 5/11 at 101.00 AA- 2,743,936
Refunding Bonds, Legacy Health System, Series 2001, 5.250%,
5/01/21
------------------------------------------------------------------------------------------------------------------------------------
PENNSYLVANIA - 1.5%
4,500 Pennsylvania Higher Educational Facilities Authority, Revenue Bonds, 7/08 at 100.00 AA 4,530,960
University of Pennsylvania, Series 1998, 4.500%, 7/15/21
6,500 Pennsylvania Turnpike Commission, Turnpike Revenue Bonds, Series 12/14 at 100.00 AAA 7,217,275
2004A, 5.500%, 12/01/31 - AMBAC Insured
8,000 Philadelphia School District, Pennsylvania, General Obligation Bonds, 6/14 at 100.00 AAA 8,485,680
Series 2004D, 5.125%, 6/01/34 - FGIC Insured
10,075 State Public School Building Authority, Pennsylvania, Lease Revenue 6/13 at 100.00 AAA 10,566,559
Bonds, Philadelphia School District, Series 2003, 5.000%, 6/01/33
- FSA Insured
------------------------------------------------------------------------------------------------------------------------------------
29,075 Total Pennsylvania 30,800,474
------------------------------------------------------------------------------------------------------------------------------------
PUERTO RICO - 1.1%
5,450 Puerto Rico Industrial, Tourist, Educational, Medical and 6/10 at 101.00 Baa3 5,933,688
Environmental Control Facilities Financing Authority, Co-Generation
Facility Revenue Bonds, Series 2000A, 6.625%, 6/01/26
(Alternative Minimum Tax)
10,000 Puerto Rico Infrastructure Financing Authority, Special Obligation 10/10 at 101.00 AAA 10,780,700
Bonds, Series 2000A, 5.500%, 10/01/40
5,000 Puerto Rico, General Obligation Bonds, Series 2000B, 5.625%,
7/01/19 - MBIA Insured 7/10 at 100.00 AAA 5,354,400
------------------------------------------------------------------------------------------------------------------------------------
20,450 Total Puerto Rico 22,068,788
------------------------------------------------------------------------------------------------------------------------------------
RHODE ISLAND - 1.2%
6,250 Rhode Island Health and Educational Building Corporation, Hospital 5/07 at 102.00 AAA 6,418,250
Financing Revenue Bonds, Lifespan Obligated Group, Series 1996,
5.250%, 5/15/26 - MBIA Insured
16,000 Rhode Island Tobacco Settlement Financing Corporation, Tobacco 6/12 at 100.00 BBB 17,225,120
Settlement Asset-Backed Bonds, Series 2002A, 6.250%, 6/01/42
------------------------------------------------------------------------------------------------------------------------------------
22,250 Total Rhode Island 23,643,37
------------------------------------------------------------------------------------------------------------------------------------
23
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
SOUTH CAROLINA - 2.7%
$ 7,000 Dorchester County School District 2, South Carolina, Installment 12/14 at 100.00 A $ 7,403,200
Purchase Revenue Bonds, GROWTH, Series 2004, 5.250%, 12/01/29
3,000 Myrtle Beach, South Carolina, Hospitality and Accommodation Fee 6/14 at 100.00 AAA 3,145,440
Revenue Bonds, Series 2004A, 5.000%, 6/01/36 - FGIC Insured
8,475 Piedmont Municipal Power Agency, South Carolina, Electric Revenue 12/06 at 100.00 BBB 8,476,526
Refunding Bonds, Series 1986, 5.000%, 1/01/25
20,750 South Carolina JOBS Economic Development Authority, Economic 11/12 at 100.00 A- 22,215,365
Development Revenue Bonds, Bon Secours Health System Inc.,
Series 2002A, 5.625%, 11/15/30
8,000 South Carolina JOBS Economic Development Authority, Hospital 12/10 at 102.00 Baa2 (3) 9,263,280
Revenue Bonds, Palmetto Health Alliance, Series 2000A, 7.375%,
12/15/21 (Pre-refunded 12/15/10)
4,215 Spartanburg Sanitary Sewer District, South Carolina, Sewer System 3/14 at 100.00 AAA 4,424,359
Revenue Bonds, Series 2003B, 5.000%, 3/01/38 - MBIA Insured
110 Tobacco Settlement Revenue Management Authority, South Carolina, 5/11 at 101.00 BBB 117,550
Tobacco Settlement Asset-Backed Bonds, Series 2001B,
6.000%, 5/15/22
------------------------------------------------------------------------------------------------------------------------------------
51,550 Total South Carolina 55,045,720
------------------------------------------------------------------------------------------------------------------------------------
TENNESSEE - 0.3%
Knox County Health, Educational and Housing Facilities Board,
Tennessee, Hospital Revenue Bonds, Baptist Health System of East
Tennessee Inc., Series 2002:
3,000 6.375%, 4/15/22 4/12 at 101.00 Baa3 3,292,140
2,605 6.500%, 4/15/31 4/12 at 101.00 Baa3 2,887,590
------------------------------------------------------------------------------------------------------------------------------------
5,605 Total Tennessee 6,179,730
------------------------------------------------------------------------------------------------------------------------------------
TEXAS - 5.9%
13,000 Alliance Airport Authority, Texas, Special Facilities Revenue Bonds, 12/06 at 100.00 CCC+ 13,260,000
American Airlines Inc., Series 1990, 7.500%, 12/01/29 (Alternative
Minimum Tax)
5,440 Austin, Texas, Combined Utility System Revenue Bonds, Series No Opt. Call AAA 5,928,131
1992A, 12.500%, 11/15/07 - MBIA Insured (ETM)
18,825 Austin, Texas, Combined Utility System Revenue Bonds, Series No Opt. Call AAA 20,502,496
1992A, 12.500%, 11/15/07 - MBIA Insured
5,110 Brazos River Authority, Texas, Pollution Control Revenue Refunding 4/13 at 101.00 Baa2 5,977,525
Bonds, TXU Electric Company, Series 1999C, 7.700%, 3/01/32
(Alternative Minimum Tax)
4,000 Central Texas Regional Mobility Authority, Travis and Williamson 1/15 at 100.00 AAA 4,192,280
Counties, Toll Road Revenue Bonds, Series 2005, 5.000%, 1/01/35
- FGIC Insured
2,700 Harris County-Houston Sports Authority, Texas, Senior Lien Revenue 11/11 at 100.00 AAA 2,870,316
Bonds, Series 2001G, 5.250%, 11/15/30 - MBIA Insured
23,875 Houston, Texas, Hotel Occupancy Tax and Special Revenue Bonds, No Opt. Call AAA 8,759,260
Convention and Entertainment Project, Series 2001B, 0.000%,
9/01/29 - AMBAC Insured
10,045 Houston, Texas, Subordinate Lien Airport System Revenue Bonds, 7/10 at 100.00 AAA 10,717,915
Series 2000A, 5.875%, 7/01/16 - FSA Insured (Alternative
Minimum Tax)
Irving Independent School District, Texas, Unlimited Tax School
Building Bonds, Series 1997:
5,685 0.000%, 2/15/10 No Opt. Call AAA 5,032,703
3,470 0.000%, 2/15/11 No Opt. Call AAA 2,953,907
5,000 Kerrville Health Facilities Development Corporation, Texas, Revenue No Opt. Call BBB- 5,250,900
Bonds, Sid Peterson Memorial Hospital Project, Series 2005,
5.375%, 8/15/35
22,060 Leander Independent School District, Williamson and Travis Counties, 8/09 at 31.45 AAA 6,169,079
Texas, Unlimited Tax School Building and Refunding Bonds, Series
2000, 0.000%, 8/15/27
6,000 Matagorda County Navigation District 1, Texas, Revenue Bonds, 4/08 at 102.00 BBB- 6,382,740
Reliant Energy Inc., Series 1999C, 8.000%, 5/01/29
5,000 Port Corpus Christi Industrial Development Corporation, Texas, 5/07 at 102.00 BBB- 5,173,450
Environmental Facilities Revenue Bonds, Citgo Petroleum
Corporation, Series 2003, 8.250%, 11/01/31 (Alternative
Minimum Tax)
24
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
TEXAS (continued)
$ 5,000 Port Corpus Christi Industrial Development Corporation, Texas, 4/08 at 102.00 BBB- $ 5,172,550
Revenue Refunding Bonds, Valero Refining and Marketing
Company, Series 1997A, 5.400%, 4/01/18
5,000 Richardson Hospital Authority, Texas, Revenue Bonds, Richardson 12/13 at 100.00 BBB 5,477,650
Regional Medical Center, Series 2004, 6.000%, 12/01/34
2,000 Sabine River Authority, Texas, Pollution Control Revenue Refunding 7/13 at 101.00 Baa2 2,155,260
Bonds, TXU Electric Company, Series 2003A, 5.800%, 7/01/22
3,000 San Antonio, Texas, Water System Revenue Bonds, Series 2005, 5/15 at 100.00 AAA 3,066,510
4.750%, 5/15/37 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
145,210 Total Texas 119,042,672
------------------------------------------------------------------------------------------------------------------------------------
UTAH - 0.8%
1,655 Intermountain Power Agency, Utah, Power Supply Revenue Refunding 7/07 at 102.00 AAA 1,711,518
Bonds, Series 1997B, 5.750%, 7/01/19 (Pre-refunded 7/01/07) -
MBIA Insured
3,345 Intermountain Power Agency, Utah, Power Supply Revenue Refunding 7/07 at 102.00 AAA 3,455,385
Bonds, Series 1997B, 5.750%, 7/01/19 - MBIA Insured
1,850 Utah Housing Finance Agency, Single Family Mortgage Bonds, Series 1/10 at 101.50 Aaa 1,895,714
1998G-2, Class I, 5.200%, (Alternative Minimum Tax)
3,700 Utah State Board of Regents, Utah State University, Revenue Bonds, 4/14 at 100.00 AAA 3,885,629
Series 2004, 5.000%, 4/01/35 - MBIA Insured
5,810 Utah Water Finance Agency, Revenue Bonds, Pooled Loan Financing 10/12 at 100.00 Aaa 6,214,318
Program, Series 2002C, 5.250%, 10/01/28 - AMBAC Insured
------------------------------------------------------------------------------------------------------------------------------------
16,360 Total Utah 17,162,564
------------------------------------------------------------------------------------------------------------------------------------
VIRGIN ISLANDS - 0.1%
2,500 Virgin Islands Public Finance Authority, Revenue Bonds, Refinery 1/14 at 100.00 BBB 2,768,100
Project - Hovensa LLC, Series 2003, 6.125%, 7/01/22 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
VIRGINIA - 1.4%
4,125 Metropolitan Washington D.C. Airports Authority, Airport System 10/12 at 100.00 AAA 4,521,165
Revenue Bonds, Series 2002A, 5.750%, 10/01/16 - FGIC Insured
(Alternative Minimum Tax)
15,000 Pocahontas Parkway Association, Virginia, Senior Lien Revenue Bonds, 8/08 at 28.38 AAA 3,991,050
Route 895 Connector Toll Road, Series 1998A, 0.000%, 8/15/30
(Pre-refunded 8/15/08)
Pocahontas Parkway Association, Virginia, Senior Lien Revenue
Bonds, Route 895 Connector Toll Road, Series 1998B:
19,400 0.000%, 8/15/33 (Pre-refunded 8/15/08) 8/08 at 23.55 AAA 4,283,326
60,500 0.000%, 8/15/35 (Pre-refunded 8/15/08) 8/08 at 20.95 AAA 11,879,780
3,245 Virginia Housing Development Authority, Multifamily Housing Bonds, 1/08 at 102.00 AA+ 3,344,200
Series 1997E, 5.600%, 11/01/17 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
102,270 Total Virginia 28,019,521
------------------------------------------------------------------------------------------------------------------------------------
WASHINGTON - 2.5%
6,400 Cowlitz County Public Utilities District 1, Washington, Electric 9/14 at 100.00 AAA 6,710,080
Production Revenue Bonds, Series 2004, 5.000%, 9/01/34 -
FGIC Insured
12,500 Energy Northwest, Washington, Electric Revenue Refunding Bonds, 7/12 at 100.00 AAA 13,953,500
Columbia Generating Station - Nuclear Project 2, Series 2002B,
6.000%, 7/01/18 - AMBAC Insured
4,000 Energy Northwest, Washington, Electric Revenue Refunding Bonds, 7/13 at 100.00 AAA 4,388,280
Nuclear Project 3, Series 2003A, 5.500%, 7/01/17 - XLCA Insured
8,200 Washington Public Power Supply System, Revenue Refunding Bonds, No Opt. Call Aaa 6,057,176
Nuclear Project 3, Series 1989B, 0.000%, 7/01/14
5,000 Washington State Healthcare Facilities Authority, Revenue Bonds, 10/16 at 100.00 AAA 5,056,550
Providence Health Care Services, Series 2006A, 4.625%, 10/01/34
- FGIC Insured
4,115 Washington State Tobacco Settlement Authority, Tobacco Settlement 6/13 at 100.00 BBB 4,602,051
Asset-Backed Revenue Bonds, Series 2002, 6.625%, 6/01/32
25
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
WASHINGTON (continued)
Washington State, Motor Vehicle Fuel Tax General Obligation Bonds,
Series 2002-03C:
$ 9,000 0.000%, 6/01/29 - MBIA Insured No Opt. Call AAA $ 3,338,370
16,195 0.000%, 6/01/30 - MBIA Insured No Opt. Call AAA 5,749,225
------------------------------------------------------------------------------------------------------------------------------------
65,410 Total Washington 49,855,232
------------------------------------------------------------------------------------------------------------------------------------
WISCONSIN - 2.6%
Badger Tobacco Asset Securitization Corporation, Wisconsin, Tobacco
Settlement Asset-Backed Bonds, Series 2002:
8,000 6.125%, 6/01/27 6/12 at 100.00 BBB 8,649,520
12,240 6.375%, 6/01/32 6/12 at 100.00 BBB 13,377,218
6,000 Milwaukee Redevelopment Authority, Wisconsin, Lease Revenue 8/13 at 100.00 AAA 6,379,800
Bonds, Public Schools, Series 2003A, 5.125%, 8/01/22 -
AMBAC Insured
12,305 Wisconsin Health and Educational Facilities Authority, Revenue 8/07 at 102.00 AAA 12,674,642
Bonds, Aurora Healthcare Inc., Series 1997, 5.250%, 8/15/27 -
MBIA Insured
6,000 Wisconsin Health and Educational Facilities Authority, Revenue 9/13 at 100.00 A- 6,505,980
Bonds, Franciscan Sisters of Christian Charity Healthcare Ministry,
Series 2003A, 5.875%, 9/01/33
1,000 Wisconsin Health and Educational Facilities Authority, Revenue 2/16 at 100.00 BBB+ 1,049,250
Bonds, Marshfield Clinic, Series 2006A, 5.000%, 2/15/17
3,750 Wisconsin Health and Educational Facilities Authority, Revenue 2/12 at 101.00 A- 4,052,025
Bonds, Wheaton Franciscan Services Inc., Series 2002, 5.750%,
8/15/30
------------------------------------------------------------------------------------------------------------------------------------
49,295 Total Wisconsin 52,688,435
------------------------------------------------------------------------------------------------------------------------------------
$ 2,283,654 Total Long-Term Investments (cost $1,821,162,019) - 98.7% 1,998,169,685
=============-----------------------------------------------------------------------------------------------------------------------
SHORT-TERM INVESTMENTS - 0.2%
5,000 New York City Municipal Water Finance Authority, New York, Water A-1+ 5,000,000
and Sewerage System Revenue Bonds, Variable Rate Demand
Obligations, Fiscal Series 1994C, 3.620%, 6/15/23 - FGIC
Insured (4)
------------------------------------------------------------------------------------------------------------------------------------
$ 5,000 Total Short-Term Investments (cost $5,000,000) 5,000,000
=============-----------------------------------------------------------------------------------------------------------------------
Total Investments (cost $1,826,162,019) - 98.9% 2,003,169,685
--------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - 1.1% 22,794,478
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $2,025,964,163
====================================================================================================================
(1) Optional Call Provisions (not covered by the report of
independent registered public accounting firm): Dates
(month and year) and prices of the earliest optional
call or redemption. There may be other call provisions
at varying prices at later dates. Certain
mortgage-backed securities may be subject to periodic
principal paydowns.
(2) Ratings (not covered by the report of independent
registered public accounting firm): Using the higher of
Standard & Poor's or Moody's rating. Ratings below BBB
by Standard & Poor's Group or Baa by Moody's Investor
Service, Inc. are considered to be below investment
grade.
(3) Backed by an escrow or trust containing sufficient U.S.
Government or U.S. Government agency securities which
ensure the timely payment of principal and interest.
Such investments are normally considered to be
equivalent to AAA rated securities.
(4) Investment has a maturity of more than one year, but
has variable rate and demand features which qualify it
as a short-term investment. The rate disclosed is that
in effect at the end of the reporting period. This rate
changes periodically based on market conditions or a
specified market index.
N/R Not rated.
WI/DD Purchased on a when-issued or delayed delivery basis.
(ETM) Escrowed to maturity.
(IF) Inverse floating rate investment.
See accompanying notes to financial statements.
26
Nuveen Municipal Income Fund, Inc. (NMI)
Portfolio of
INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
ALABAMA - 0.8%
$ 690 Phenix City Industrial Development Board, Alabama, Environmental 5/12 at 100.00 BBB $ 742,923
Improvement Revenue Bonds, MeadWestvaco Corporation, Series
2002A, 6.350%, 5/15/35 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
CALIFORNIA - 21.3%
5,530 Adelanto School District, San Bernardino County, California, General No Opt. Call AAA 2,908,338
Obligation Bonds, Series 1997A, 0.000%, 9/01/22 - MBIA Insured
Brea Olinda Unified School District, California, General Obligation
Bonds, Series 1999A:
2,000 0.000%, 8/01/21 - FGIC Insured No Opt. Call AAA 1,066,280
2,070 0.000%, 8/01/22 - FGIC Insured No Opt. Call AAA 1,052,657
2,120 0.000%, 8/01/23 - FGIC Insured No Opt. Call AAA 1,027,691
1,000 California Health Facilities Financing Authority, Revenue Bonds, 4/16 at 100.00 A+ 1,066,510
Kaiser Permanante System, Series 2006, 5.250%, 4/01/39
3,000 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A 3,159,360
Department of Mental Health, Coalinga State Hospital, Series
2004A, 5.000%, 6/01/25
1,000 California Statewide Community Development Authority, Revenue 7/15 at 100.00 BBB+ 1,027,540
Bonds, Daughters of Charity Health System, Series 2005A,
5.000%, 7/01/39
500 California, General Obligation Bonds, Series 2004, 5.200%, 4/01/26 4/14 at 100.00 A+ 536,735
1,000 California, General Obligation Bonds, Series 2005, 5.000%, 3/01/27 3/16 at 100.00 A+ 1,063,180
1,150 Foothill/Eastern Transportation Corridor Agency, California, Toll 1/07 at 100.00 AAA 1,154,853
Road Revenue Bonds, Series 1995A, 6.000%, 1/01/34 (Pre-refunded
1/01/07)
3,000 Golden State Tobacco Securitization Corporation, California, Tobacco 6/13 at 100.00 BBB 3,423,870
Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39
500 Lake Elsinore Public Finance Authority, California, Local Agency 10/13 at 102.00 N/R 547,945
Revenue Refunding Bonds, Series 2003H, 6.375%, 10/01/33
1,000 Vernon, California, Electric System Revenue Bonds, Malburg 4/08 at 100.00 Aaa 1,026,850
Generating Station Project, Series 2003C, 5.375%, 4/01/18
(Pre-refunded 4/01/08)
------------------------------------------------------------------------------------------------------------------------------------
23,870 Total California 19,061,809
------------------------------------------------------------------------------------------------------------------------------------
COLORADO - 6.4%
840 Colorado Educational and Cultural Facilities Authority, Charter School 7/12 at 100.00 BBB 881,815
Revenue Bonds, Douglas County School District RE-1 - DCS
Montessori School, Series 2002A, 6.000%, 7/15/22
460 Colorado Educational and Cultural Facilities Authority, Charter School 8/11 at 100.00 AAA 532,165
Revenue Bonds, Peak-to-Peak Charter School, Series 2001, 7.500%,
8/15/21 (Pre-refunded 8/15/11)
1,000 Colorado Educational and Cultural Facilities Authority, Charter School 6/11 at 100.00 Ba1 (3) 1,145,640
Revenue Bonds, Weld County School District 6 - Frontier Academy,
Series 2001, 7.375%, 6/01/31 (Pre-refunded 6/01/11)
1,000 Colorado Health Facilities Authority, Revenue Bonds, Evangelical 6/16 at 100.00 A- 1,029,820
Lutheran Good Samaritan Society, Series 2005, 5.000%, 6/01/35
2,000 Denver City and County, Colorado, Airport System Revenue Refunding 11/10 at 100.00 AAA 2,163,660
Bonds, Series 2000A, 6.000%, 11/15/16 - AMBAC Insured
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
5,300 Total Colorado 5,753,100
------------------------------------------------------------------------------------------------------------------------------------
CONNECTICUT - 2.2%
1,480 Capitol Region Education Council, Connecticut, Revenue Bonds, 4/07 at 101.00 BBB 1,497,671
Series 1995, 6.750%, 10/15/15
500 Eastern Connecticut Resource Recovery Authority, Solid Waste 1/07 at 100.00 BBB 502,400
Revenue Bonds, Wheelabrator Lisbon Project, Series 1993A,
5.500%, 1/01/14 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
1,980 Total Connecticut 2,000,071
------------------------------------------------------------------------------------------------------------------------------------
27
Nuveen Municipal Income Fund, Inc. (NMI) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
FLORIDA - 2.3%
$ 170 Dade County Industrial Development Authority, Florida, Revenue 12/06 at 101.50 N/R $ 172,640
Bonds, Miami Cerebral Palsy Residential Services Inc., Series 1995,
8.000%, 6/01/22
1,250 Martin County Industrial Development Authority, Florida, Industrial 12/06 at 100.00 BB+ 1,254,600
Development Revenue Bonds, Indiantown Cogeneration LP, Series
1994A, 7.875%, 12/15/25 (Alternative Minimum Tax)
600 Martin County Industrial Development Authority, Florida, Industrial 12/06 at 100.00 BB+ 602,526
Development Revenue Refunding Bonds, Indiantown Cogeneration
LP, Series 1995B, 8.050%, 12/15/25 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
2,020 Total Florida 2,029,766
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS - 9.9%
1,400 Chicago, Illinois, Tax Increment Allocation Bonds, Irving/Cicero 1/09 at 100.00 N/R 1,469,454
Redevelopment Project, Series 1998, 7.000%, 1/01/14
Illinois Development Finance Authority, Revenue Bonds, Chicago
Charter School Foundation, Series 2002A:
500 6.125%, 12/01/22 12/12 at 100.00 BBB 532,805
1,000 6.250%, 12/01/32 12/21 at 100.00 BBB 1,051,180
1,000 Illinois Educational Facilities Authority, Student Housing Revenue 5/12 at 101.00 Aaa 1,012,570
Bonds, Educational Advancement Foundation Fund, University
Center Project, Series 2002, 6.250%, 5/01/34
1,550 Illinois Health Facilities Authority, Revenue Bonds, Condell Medical 5/12 at 100.00 Baa2 1,618,650
Center, Series 2002, 5.500%, 5/15/32
1,700 Joliet Regional Port District, Illinois, Airport Facilities 7/07 at 103.00 N/R (3) 1,764,396
Revenue Bonds, Lewis University Airport, Series 1997A, 7.250%,
7/01/18 (Pre-refunded 7/01/07) (Alternative Minimum Tax)
1,305 North Chicago, Illinois, General Obligation Bonds, Series 2005B, 11/15 at 100.00 AAA 1,390,125
5.000%, 11/01/25 - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
8,455 Total Illinois 8,839,180
------------------------------------------------------------------------------------------------------------------------------------
INDIANA - 3.9%
2,000 Indiana Health Facility Financing Authority, Hospital Revenue Bonds, 8/12 at 101.00 Baa1 2,173,080
Riverview Hospital, Series 2002, 6.125%, 8/01/31
1,255 Whitley County, Indiana, Solid Waste and Sewerage Disposal 11/10 at 102.00 N/R 1,359,278
Revenue Bonds, Steel Dynamics Inc., Series 1998, 7.250%,
11/01/18 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
3,255 Total Indiana 3,532,358
------------------------------------------------------------------------------------------------------------------------------------
LOUISIANA - 2.4%
1,745 Louisiana Public Facilities Authority, Extended Care Facilities No Opt. Call BBB 2,181,075
Revenue Bonds, Comm-Care Corporation Project, Series 1994,
11.000%, 2/01/14
------------------------------------------------------------------------------------------------------------------------------------
MARYLAND - 1.1%
1,000 Maryland Energy Financing Administration, Revenue Bonds, AES 9/07 at 100.00 N/R 1,007,860
Warrior Run Project, Series 1995, 7.400%, 9/01/19
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
MASSACHUSETTS - 0.9%
500 Massachusetts Development Finance Agency, Resource Recovery 12/09 at 102.00 BBB 538,755
Revenue Bonds, Ogden Haverhill Associates, Series 1999A, 6.700%,
12/01/14 (Alternative Minimum Tax)
270 Massachusetts Industrial Finance Agency, Resource Recovery 12/08 at 102.00 BBB 280,808
Revenue Refunding Bonds, Ogden Haverhill Project, Series 1998A,
5.450%, 12/01/12 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
770 Total Massachusetts 819,563
------------------------------------------------------------------------------------------------------------------------------------
MICHIGAN - 3.7%
1,000 Delta County Economic Development Corporation, Michigan, 4/12 at 100.00 AAA 1,116,040
Environmental Improvement Revenue Refunding Bonds,
MeadWestvaco Corporation - Escanaba Paper Company, Series
2002B, 6.450%, 4/15/23 (Pre-refunded 4/15/12) (Alternative
Minimum Tax)
2,150 Michigan State Hospital Finance Authority, Hospital Revenue 1/07 at 101.00 Ba3 2,183,776
Refunding Bonds, Sinai Hospital, Series 1995, 6.625%, 1/01/16
------------------------------------------------------------------------------------------------------------------------------------
3,150 Total Michigan 3,299,816
------------------------------------------------------------------------------------------------------------------------------------
28
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
MONTANA - 1.4%
$ 1,200 Montana Board of Investments, Exempt Facility Revenue Bonds, 7/10 at 101.00 B2 $ 1,251,696
Stillwater Mining Company, Series 2000, 8.000%, 7/01/20
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
NEBRASKA - 1.2%
1,000 Washington County, Nebraska, Wastewater Facilities Revenue Bonds, 11/12 at 101.00 A+ 1,092,410
Cargill Inc., Series 2002, 5.900%, 11/01/27 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
NEW HAMPSHIRE - 0.8%
400 New Hampshire Higher Educational and Health Facilities Authority, 1/07 at 102.00 BBB- 409,052
Revenue Bonds, New Hampshire College, Series 1997, 6.375%, 1/01/27
New Hampshire Higher Educational and Health Facilities
Authority, Revenue Bonds, New Hampshire College, Series 1997:
100 6.375%, 1/01/27 (Pre-refunded 1/01/07) 1/07 at 102.00 BBB- (3) 102,436
200 6.375%, 1/01/27 (Pre-refunded 1/01/07) 1/07 at 102.00 BBB- (3) 204,892
------------------------------------------------------------------------------------------------------------------------------------
700 Total New Hampshire 716,380
------------------------------------------------------------------------------------------------------------------------------------
NEW YORK - 6.1%
1,000 Dormitory Authority of the State of New York, Revenue Bonds, 7/13 at 100.00 AA 1,095,230
Brooklyn Law School, Series 2003A, 5.500%, 7/01/15 -
RAAI Insured
4,045 Yates County Industrial Development Agency, New York, FHA-Insured 2/11 at 101.00 AAA 4,388,056
Civic Facility Mortgage Revenue Bonds, Soldiers and Sailors
Memorial Hospital, Series 2000A, 6.000%, 2/01/41
------------------------------------------------------------------------------------------------------------------------------------
5,045 Total New York 5,483,286
------------------------------------------------------------------------------------------------------------------------------------
OHIO - 4.3%
1,000 Erie County, Ohio, Hospital Facilities Revenue Bonds, Firelands 8/16 at 100.00 A 1,055,860
Regional Medical Center, Series 2006, 5.250%, 8/15/46
2,300 Ohio Water Development Authority, Solid Waste Disposal Revenue 9/09 at 102.00 N/R 2,384,985
Bonds, Bay Shore Power, Series 1998B, 6.625%, 9/01/20
(Alternative Minimum Tax)
400 Ohio Water Development Authority, Solid Waste Disposal Revenue 3/07 at 101.00 A+ 409,168
Bonds, BHP Steel LLC, Series 1995, 6.300%, 9/01/20
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
3,700 Total Ohio 3,850,013
------------------------------------------------------------------------------------------------------------------------------------
PENNSYLVANIA - 2.6%
1,080 Allegheny County Hospital Development Authority, Pennsylvania, 11/10 at 102.00 Ba3 1,289,542
Revenue Bonds, West Penn Allegheny Health System, Series
2000B, 9.250%, 11/15/30
1,010 Carbon County Industrial Development Authority, Pennsylvania, No Opt. Call BBB- 1,063,570
Resource Recovery Revenue Refunding Bonds, Panther Creek
Partners Project, Series 2000, 6.650%, 5/01/10 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
2,090 Total Pennsylvania 2,353,112
------------------------------------------------------------------------------------------------------------------------------------
RHODE ISLAND - 0.7%
500 Rhode Island Tobacco Settlement Financing Corporation, Tobacco 6/12 at 100.00 BBB 538,285
Settlement Asset-Backed Bonds, Series 2002A, 6.250%, 6/01/42
------------------------------------------------------------------------------------------------------------------------------------
SOUTH CAROLINA - 4.9%
2,500 Greenville County School District, South Carolina, Installment 12/12 at 101.00 AA- 2,755,425
Purchase Revenue Bonds, Series 2002, 5.500%, 12/01/13
475 Piedmont Municipal Power Agency, South Carolina, Electric Revenue No Opt. Call AAA 606,984
Bonds, Series 1991, 6.750%, 1/01/19 - FGIC Insured (ETM)
1,000 Tobacco Settlement Revenue Management Authority, South Carolina, 5/11 at 101.00 BBB 1,068,640
Tobacco Settlement Asset-Backed Bonds, Series 2001B,
6.000%, 5/15/22
------------------------------------------------------------------------------------------------------------------------------------
3,975 Total South Carolina 4,431,049
------------------------------------------------------------------------------------------------------------------------------------
29
Nuveen Municipal Income Fund, Inc. (NMI) (continued)
Portfolio of INVESTMENTS October 31, 2006
PRINCIPAL OPTIONAL CALL
AMOUNT (000) DESCRIPTION PROVISIONS (1) RATINGS (2) VALUE
------------------------------------------------------------------------------------------------------------------------------------
TENNESSEE - 2.5%
$ 1,000 Knox County Health, Educational and Housing Facilities Board, 4/12 at 101.00 Baa3 $ 1,097,380
Tennessee, Hospital Revenue Bonds, Baptist Health System of East
Tennessee Inc., Series 2002, 6.375%, 4/15/22
Shelby County Health, Educational and Housing Facilities Board,
Tennessee, Hospital Revenue Bonds, Methodist Healthcare, Series
2002:
375 6.500%, 9/01/26 (Pre-refunded 9/01/12) 9/12 at 100.00 A- (3) 431,843
625 6.500%, 9/01/26 (Pre-refunded 9/01/12) 9/12 at 100.00 A- (3) 719,738
------------------------------------------------------------------------------------------------------------------------------------
2,000 Total Tennessee 2,248,961
------------------------------------------------------------------------------------------------------------------------------------
TEXAS - 9.4%
1,500 Cameron Education Finance Corporation, Texas, Charter School 8/16 at 100.00 A 1,575,450
Revenue Bonds, Faith Family Academy Charter School, Series
2006A, 5.250%, 8/15/36 - ACA Insured
2,000 Gulf Coast Waste Disposal Authority, Texas, Sewerage and Solid 4/12 at 100.00 A+ 2,178,160
Waste Disposal Revenue Bonds, Anheuser Busch Company, Series
2002, 5.900%, 4/01/36 (Alternative Minimum Tax)
2,000 Matagorda County Navigation District 1, Texas, Collateralized 10/13 at 101.00 AAA 2,016,120
Revenue Refunding Bonds, Houston Light and Power Company,
Series 1995, 4.000%, 10/15/15 - MBIA Insured
Weslaco Health Facilities Development Corporation, Texas, Hospital
Revenue Bonds, Knapp Medical Center, Series 2002:
2,000 6.250%, 6/01/25 6/12 at 100.00 BBB+ 2,172,560
50 6.250%, 6/01/32 6/12 at 100.00 BBB+ 54,135
1,000 West Texas Independent School District, McLennan and Hill 8/13 at 51.84 AAA 381,990
Counties, General Obligation Refunding Bonds, Series 1998,
0.000%, 8/15/25
------------------------------------------------------------------------------------------------------------------------------------
8,550 Total Texas 8,378,415
------------------------------------------------------------------------------------------------------------------------------------
VIRGIN ISLANDS - 3.0%
2,545 Virgin Islands Public Finance Authority, Senior Lien Matching Fund 10/14 at 100.00 BBB 2,713,606
Loan Note, Series 2004A,
5.250%, 10/01/19
------------------------------------------------------------------------------------------------------------------------------------
VIRGINIA - 3.1%
1,000 Chesterfield County Industrial Development Authority, Virginia, 11/10 at 102.00 Baa1 1,083,500
Pollution Control Revenue Bonds, Virginia Electric and Power
Company, Series 1987A, 5.875%, 6/01/17
1,500 Mecklenburg County Industrial Development Authority, Virginia, 10/12 at 100.00 Baa1 1,678,830
Revenue Bonds, UAE Mecklenburg Cogeneration LP, Series 2002,
6.500%, 10/15/17 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
2,500 Total Virginia 2,762,330
------------------------------------------------------------------------------------------------------------------------------------
WEST VIRGINIA - 2.4%
2,050 Mason County, West Virginia, Pollution Control Revenue Bonds, 10/11 at 100.00 BBB 2,122,529
Appalachian Power Company, Series 2003L, 5.500%, 10/01/22
------------------------------------------------------------------------------------------------------------------------------------
WISCONSIN - 1.2%
1,000 Wisconsin Health and Educational Facilities Authority, Revenue 10/11 at 100.00 BBB 1,085,780
Bonds, Carroll College Inc., Series 2001, 6.250%, 10/01/21
------------------------------------------------------------------------------------------------------------------------------------
$ 89,090 Total Investments (cost $81,653,819) - 98.5% 88,295,373
=============-----------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - 1.5% 1,309,603
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $ 89,604,976
====================================================================================================================
(1) Optional Call Provisions (not covered by the report of
independent registered public accounting firm): Dates
(month and year) and prices of the earliest optional
call or redemption. There may be other call provisions
at varying prices at later dates. Certain
mortgage-backed securities may be subject to periodic
principal paydowns.
(2) Ratings (not covered by the report of independent
registered public accounting firm): Using the higher of
Standard & Poor's or Moody's rating. Ratings below BBB
by Standard & Poor's Group or Baa by Moody's Investor
Service, Inc. are considered to be below investment
grade.
(3) Backed by an escrow or trust containing sufficient U.S.
Government or U.S. Government agency securities which
ensure the timely payment of principal and interest.
Such investments are normally considered to be
equivalent to AAA rated securities.
N/R Not rated.
(ETM) Escrowed to maturity.
See accompanying notes to financial statements.
30
Statement of
ASSETS AND LIABILITIES October 31, 2006
MUNICIPAL VALUE MUNICIPAL INCOME
(NUV) (NMI)
------------------------------------------------------------------------------------------------------------------------------------
ASSETS
Investments, at value (cost $1,826,162,019 and $81,653,819, respectively) $2,003,169,685 $88,295,373
Receivables:
Interest 29,698,206 1,402,525
Investments sold 15,224 50,000
Other assets 139,490 2,396
------------------------------------------------------------------------------------------------------------------------------------
Total assets 2,033,022,605 89,750,294
------------------------------------------------------------------------------------------------------------------------------------
LIABILITIES
Cash overdraft 911,673 74,336
Payable for investments purchased 4,787,700 --
Accrued expenses:
Management fees 865,764 48,065
Other 493,305 22,917
------------------------------------------------------------------------------------------------------------------------------------
Total liabilities 7,058,442 145,318
------------------------------------------------------------------------------------------------------------------------------------
Net assets $2,025,964,163 $89,604,976
====================================================================================================================================
Shares outstanding 194,959,520 8,113,876
====================================================================================================================================
Net asset value per share outstanding (net assets
divided by shares outstanding) $ 10.39 $ 11.01
====================================================================================================================================
NET ASSETS CONSIST OF:
------------------------------------------------------------------------------------------------------------------------------------
Shares, $.01 par value per share $ 1,949,595 $ 81,139
Paid-in surplus 1,837,696,454 90,826,644
Undistributed (Over-distribution of) net investment income 3,983,931 197,345
Accumulated net realized gain (loss) from investments 5,326,517 (8,141,706)
Net unrealized appreciation (depreciation) of investments 177,007,666 6,641,554
------------------------------------------------------------------------------------------------------------------------------------
Net assets $2,025,964,163 $89,604,976
====================================================================================================================================
Authorized shares 350,000,000 200,000,000
====================================================================================================================================
See accompanying notes to financial statements.
31
Statement of
OPERATIONS Year Ended October 31, 2006
MUNICIPAL VALUE MUNICIPAL INCOME
(NUV) (NMI)
------------------------------------------------------------------------------------------------------------------------------------
INVESTMENT INCOME $103,453,323 $4,932,343
------------------------------------------------------------------------------------------------------------------------------------
EXPENSES
Management fees 10,282,738 563,544
Shareholders' servicing agent fees and expenses 485,164 24,478
Custodian's fees and expenses 437,187 24,783
Directors' fees and expenses 45,159 1,741
Professional fees 78,620 13,294
Shareholders' reports - printing and mailing expenses 174,411 14,308
Stock exchange listing fees 71,924 9,917
Investor relations expense 199,389 11,791
Other expenses 49,493 5,800
------------------------------------------------------------------------------------------------------------------------------------
Total expenses before custodian fee credit and legal fee refund 11,824,085 669,656
Custodian fee credit (145,943) (15,325)
Legal fee refund -- (11,287)
------------------------------------------------------------------------------------------------------------------------------------
Net expenses 11,678,142 643,044
------------------------------------------------------------------------------------------------------------------------------------
Net investment income 91,775,181 4,289,299
------------------------------------------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from investments 5,082,823 60,517
Change in net unrealized appreciation (depreciation) of investments 45,688,581 1,228,860
------------------------------------------------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) 50,771,404 1,289,377
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets from operations $142,546,585 $5,578,676
====================================================================================================================================
accompanying notes to financial statements.
32
Statement of
CHANGES IN NET ASSETS
MUNICIPAL VALUE (NUV) MUNICIPAL INCOME (NMI)
------------------------------------- ------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
10/31/06 10/31/05 10/31/06 10/31/05
------------------------------------------------------------------------------------------------------------------------------------
OPERATIONS
Net investment income $ 91,775,181 $ 92,574,829 $ 4,289,299 $ 4,415,535
Net realized gain (loss) from investments 5,082,823 3,892,592 60,517 (132,233)
Change in net unrealized appreciation (depreciation)
of investments 45,688,581 14,371,253 1,228,860 824,656
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets from operations 142,546,585 110,838,674 5,578,676 5,107,958
------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
From net investment income (92,001,408) (92,469,274) (4,120,226) (4,285,750)
From accumulated net realized gains (3,977,174) (10,898,238) -- --
------------------------------------------------------------------------------------------------------------------------------------
Decrease in net assets from distributions to shareholders (95,978,582) (103,367,512) (4,120,226) (4,285,750)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets 46,568,003 7,471,162 1,458,450 822,208
Net assets at the beginning of year 1,979,396,160 1,971,924,998 88,146,526 87,324,318
------------------------------------------------------------------------------------------------------------------------------------
Net assets at the end of year $2,025,964,163 $1,979,396,160 $89,604,976 $88,146,526
====================================================================================================================================
Undistributed (Over-distribution of) net
investment income at the end of year $3,983,931 $ 4,460,954 $ 197,345 $ 28,272
====================================================================================================================================
See accompanying notes to financial statements.
33
Notes to
FINANCIAL STATEMENTS
1. GENERAL INFORMATION AND SIGNIFICANT ACCOUNTING POLICIES
The funds (the "Funds") covered in this report and their corresponding New York
Stock Exchange symbols are Nuveen Municipal Value Fund, Inc. (NUV) and Nuveen
Municipal Income Fund, Inc. (NMI). The Funds are registered under the Investment
Company Act of 1940, as amended, as closed-end, diversified management
investment companies.
Each Fund seeks to provide current income exempt from regular federal income tax
by investing primarily in a diversified portfolio of municipal obligations
issued by state and local government authorities or certain U.S. territories.
The following is a summary of significant accounting policies followed by the
Funds in the preparation of their financial statements in accordance with U.S.
generally accepted accounting principles.
Investment Valuation
The prices of municipal bonds in each Fund's investment portfolio are provided
by a pricing service approved by the Fund's Board of Directors. When market
price quotes are not readily available (which is usually the case for municipal
securities), the pricing service establishes fair value based on yields or
prices of municipal bonds of comparable quality, type of issue, coupon, maturity
and rating, indications of value from securities dealers, evaluations of
anticipated cash flows or collateral and general market conditions. If the
pricing service is unable to supply a price for a municipal bond, each Fund may
use a market price or fair market value quote provided by a major broker/dealer
in such investments. If it is determined that the market price or fair market
value for an investment is unavailable or inappropriate, the Board of Directors
of the Funds, or its designee, may establish a fair value for the investment.
Temporary investments in securities that have variable rate and demand features
qualifying them as short-term investments are valued at amortized cost, which
approximates market value.
Investment Transactions
Investment transactions are recorded on a trade date basis. Realized gains and
losses from transactions are determined on the specific identification method.
Investments purchased on a when-issued or delayed delivery basis may have
extended settlement periods. Any investments so purchased are subject to market
fluctuation during this period. The Funds have instructed the custodian to
segregate assets with a current value at least equal to the amount of the
when-issued/delayed delivery purchase commitments. At October 31, 2006,
Municipal Value (NUV) had outstanding when-issued/delayed delivery purchase
commitments of $4,787,000. There were no such outstanding purchase commitments
in Municipal Income (NMI).
Investment Income
Interest income, which includes the amortization of premiums and accretion of
discounts for financial reporting purposes, is recorded on an accrual basis.
Investment income also includes paydown gains and losses, if any.
Professional Fees
Professional fees presented in the Statement of Operations consist of legal fees
incurred in the normal course of operations, audit fees, tax consulting fees
and, in some cases, workout expenditures. Workout expenditures are incurred in
an attempt to protect or enhance an investment, or to pursue other claims or
legal actions on behalf of each Fund's shareholders. Legal fee refund presented
on the Statement of Operations for Municipal Income (NMI) reflects a refund of
workout expenditures paid in a prior reporting period.
Federal Income Taxes
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund
intends to distribute substantially all net investment income and net capital
gains to shareholders and to otherwise comply with the requirements of
Subchapter M of the Internal Revenue Code applicable to regulated investment
companies. Therefore, no federal income tax provision is required. Furthermore,
each Fund intends to satisfy conditions which will enable interest from
municipal securities, which is exempt from regular federal income tax, to retain
such tax-exempt status when distributed to shareholders of the Funds. All
monthly tax-exempt income dividends paid during the fiscal year ended October
31, 2006, have been designated Exempt Interest Dividends. Net realized capital
gains and ordinary income distributions paid by the Funds are subject to federal
taxation.
Dividends and Distributions to Shareholders
Dividends from tax-exempt net investment income are declared monthly. Net
realized capital gains and/or market discount from investment transactions, if
any, are distributed to shareholders not less frequently than annually.
Furthermore, capital gains are distributed only to the extent they exceed
available capital loss carryforwards.
Distributions to shareholders of tax-exempt net investment income, net realized
capital gains and/or market discount, if any, are recorded on the ex-dividend
date. The amount and timing of distributions are determined in accordance with
federal income tax regulations, which may differ from U.S. generally accepted
accounting principles.
34
Derivative Financial Instruments
The Funds are authorized to invest in certain derivative financial instruments
including futures, forward, swap and option contracts, and other financial
instruments with similar characteristics including inverse floating rate
securities. During the fiscal year ended October 31, 2006, Municipal Value (NUV)
invested in inverse floating rate securities for the purpose of enhancing
portfolio yield. Inverse floating rate securities are identified in the
Portfolio of Investments and are valued daily. The interest rate of an inverse
floating rate security has an inverse relationship to the interest rate of a
short-term floating rate security. Consequently, as the interest rate of the
floating rate security rises, the interest rate on the inverse floating rate
security declines. Conversely, as the interest rate of the floating rate
security declines, the interest rate on the inverse floating rate security
rises. The price of an inverse floating rate security will be more volatile than
that of an otherwise comparable fixed rate security since the interest rate is
dependent on an underlying fixed coupon rate or the general level of long-term
interest rates as well as the short-term interest paid on the floating rate
security, and because the inverse floating rate security typically bears the
risk of loss of a greater face value of an underlying bond. Municipal Income
(NMI) did not invest in any such instruments during the fiscal year ended
October 31, 2006.
Custodian Fee Credit
Each Fund has an arrangement with the custodian bank whereby certain custodian
fees and expenses are reduced by credits earned on each Fund's cash on deposit
with the bank. Such deposit arrangements are an alternative to overnight
investments.
Indemnifications
Under the Funds' organizational documents, their Officers and Directors are
indemnified against certain liabilities arising out of the performance of their
duties to the Funds. In addition, in the normal course of business, the Funds
enter into contracts that provide general indemnifications to other parties. The
Funds' maximum exposure under these arrangements is unknown as this would
involve future claims that may be made against the Funds that have not yet
occurred. However, the Funds have not had prior claims or losses pursuant to
these contracts and expect the risk of loss to be remote.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of increases and
decreases in net assets from operations during the reporting period. Actual
results may differ from those estimates.
2. FUND SHARES
Neither Fund engaged in transactions in their own shares during the fiscal year
ended October 31, 2006, nor during the fiscal year ended October 31, 2005.
3. INVESTMENT TRANSACTIONS
Purchases and sales (including maturities but excluding short-term investments)
during the fiscal year ended October 31, 2006, were as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Purchases $129,562,139 $7,160,123
Sales and maturities 125,398,985 4,827,250
================================================================================
4. INCOME TAX INFORMATION
The following information is presented on an income tax basis. Differences
between amounts for financial statement and federal income tax purposes are
primarily due to the treatment of paydown gains and losses, timing differences
in recognizing taxable market discount and timing differences in recognizing
certain gains and losses on investments transactions. To the extent that
differences arise that are permanent in nature, such amounts are reclassified
within the capital accounts on the Statement of Assets and Liabilities presented
in the annual report, based on their Federal tax basis treatment; temporary
differences do not require reclassification. Temporary and permanent differences
do not impact the net asset values of the Funds.
At October 31, 2006, the cost of investments was as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Cost of investments $1,822,298,960 $81,579,958
================================================================================
Gross unrealized appreciation and gross unrealized depreciation of investments
at October 31, 2006, were as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
-------------------------------------------------------------------------------
Gross unrealized:
Appreciation $180,968,778 $6,759,205
Depreciation (98,053) (43,790)
--------------------------------------------------------------------------------
Net unrealized appreciation (depreciation)
of investments $180,870,725 $6,715,415
================================================================================
The tax components of undistributed net tax-exempt income, net ordinary income
and net long-term capital gains at October 31, 2006, the Funds' tax year end,
were as follows:
35
Notes to
FINANCIAL STATEMENTS (continued)
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Undistributed net tax-exempt income * $7,591,414 $401,405
Undistributed net ordinary income ** 132,881 62,951
Undistributed net long-term capital gains 5,326,517 --
================================================================================
* Undistributed net tax-exempt income (on a tax basis) has not been reduced
for the dividend declared on October 2, 2006, paid on November 1, 2006.
** Net ordinary income consists of taxable market discount income and net
short-term capital gains, if any.
The tax character of distributions paid during the tax years ended October 31,
2006 and October 31, 2005, was designated for purposes of the dividends paid
deduction as follows:
MUNICIPAL MUNICIPAL
2006 VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Distributions from net tax-exempt income $91,241,065 $4,121,849
Distributions from net ordinary income ** 760,342 14,605
Distributions from net long-term capital gains*** 3,977,174 --
================================================================================
MUNICIPAL MUNICIPAL
2005 VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Distributions from net tax-exempt income $91,241,029 $4,284,126
Distributions from net ordinary income ** 1,228,245 1,623
Distributions from net long-term capital gains 10,898,238 --
================================================================================
** Net ordinary income consists of taxable market discount income and net
short-term capital gains, if any.
*** The Funds designated as a long-term capital gain dividend, pursuant to
Internal Revenue Code Section 852(b)(3), the amount necessary to reduce the
earnings and profits of the Funds related to net capital gain to zero for
the tax year ended October 31, 2006.
At October 31, 2006, Municipal Income (NMI) had unused capital loss
carryforwards of $8,141,706 available for federal income tax purposes to be
applied against future capital gains, if any. If not applied, $53,820,
$7,005,363, $916,759 and $165,764 of the carryforward will expire in the years
2008, 2011, 2012 and 2013, respectively.
5. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Each Fund's management fee is separated into components - a complex-level
component, based on the aggregate amount of all fund assets managed by Nuveen
Asset Management (the "Adviser"), a wholly owned subsidiary of Nuveen
Investments, Inc., ("Nuveen"), a specific fund-level component, based only on
the amount of assets within each individual fund, and for Municipal Value (NUV)
a gross interest income component. This pricing structure enables Nuveen fund
shareholders to benefit from growth in the assets within each individual fund as
well as from growth in the amount of complex-wide assets managed by the Adviser.
Municipal Value's (NUV) annual fund-level fee, payable monthly, at the rates set
forth below, are based upon the average daily net assets of the Fund as follows:
MUNICIPAL VALUE (NUV)
AVERAGE DAILY NET ASSETS FUND-LEVEL FEE RATE
--------------------------------------------------------------------------------
For the first $500 million .1500%
For the next $500 million .1250
For net assets over $1 billion .1000
================================================================================
In addition, Municipal Value (NUV) pays an annual management fee, payable
monthly, based on gross interest income as follows:
MUNICIPAL VALUE (NUV)
GROSS INTEREST INCOME GROSS INCOME FEE RATE
--------------------------------------------------------------------------------
For the first $50 million 4.125%
For the next $50 million 4.000
For gross income over $100 million 3.875
================================================================================
36
Municipal Income's (NMI) annual fund-level fee, payable monthly, at the rates
set forth below, are based upon the average daily net assets of the Fund as
follows:
MUNICIPAL INCOME (NMI)
AVERAGE DAILY NET ASSETS FUND-LEVEL FEE RATE
--------------------------------------------------------------------------------
For the first $125 million .4500%
For the next $125 million .4375
For the next $250 million .4250
For the next $500 million .4125
For the next $1 billion .4000
For the next $3 billion .3875
For net assets over $5 billion .3750
================================================================================
The annual complex-level fee, payable monthly, which is additive to the
fund-level fee and Municipal Value's (NUV) gross interest income fee, for all
Nuveen sponsored funds in the U.S., is based on the aggregate amount of total
fund assets managed as stated in the table below. As of October 31, 2006, the
complex-level fee rate was .1852%.
COMPLEX-LEVEL ASSETS(1) COMPLEX-LEVEL FEE RATE
--------------------------------------------------------------------------------
For the first $55 billion .2000%
For the next $1 billion .1800
For the next $1 billion .1600
For the next $3 billion .1425
For the next $3 billion .1325
For the next $3 billion .1250
For the next $5 billion .1200
For the next $5 billion .1175
For the next $15 billion .1150
For Managed Assets over $91 billion(2) .1400
================================================================================
(1) The complex-level fee component of the management fee for the funds is
calculated based upon the aggregate Managed Assets ("Managed Assets" means
the average daily net assets of each fund including assets attributable to
all types of leverage used by the Nuveen funds) of Nuveen-sponsored funds
in the U.S.
(2) With respect to the complex-wide Managed Assets over $91 billion, the fee
rate or rates that will apply to such assets will be determined at a later
date. In the unlikely event that complex-wide Managed Assets reach $91
billion prior to a determination of the complex-level fee rate or rates to
be applied to Managed Assets in excess of $91 billion, the complex-level
fee rate for such complex-wide Managed Assets shall be .1400% until such
time as a different rate or rates is determined.
The management fee compensates the Adviser for overall investment advisory and
administrative services and general office facilities. The Funds pay no
compensation directly to those of its Directors who are affiliated with the
Adviser or to its Officers, all of whom receive remuneration for their services
to the Funds from the Adviser or its affiliates. The Board of Directors has
adopted a deferred compensation plan for independent Directors that enables
Directors to elect to defer receipt of all or a portion of the annual
compensation they are entitled to receive from certain Nuveen advised Funds.
Under the plan, deferred amounts are treated as though equal dollar amounts had
been invested in shares of select Nuveen advised Funds.
6. NEW ACCOUNTING PRONOUNCEMENTS
Financial Accounting Standards Board Interpretation No. 48
On July 13, 2006, the Financial Accounting Standards Board (FASB) released FASB
Interpretation No. 48 Accounting for Uncertainty in Income Taxes (FIN 48). FIN
48 provides guidance for how uncertain tax positions should be recognized,
measured, presented and disclosed in the financial statements. FIN 48 requires
the evaluation of tax positions taken or expected to be taken in the course of
preparing the Fund's tax returns to determine whether the tax positions are
"more-likely-than-not" of being sustained by the applicable tax authority. Tax
positions not deemed to meet the more-likely-than-not threshold would be
recorded as a tax benefit or expense in the current year. Adoption of FIN 48 is
required for fiscal years beginning after December 15, 2006 and is to be applied
to all open tax years as of the effective date. At this time, management is
evaluating the implications of FIN 48 and does not expect the adoption of FIN 48
will have a significant impact on the net assets or results of operations of the
Funds.
Financial Accounting Standards Board Statement on Financial Accounting
Standards No. 157
In September 2006, the Financial Accounting Standards Board (FASB) issued
Statement on Financial Accounting Standards (SFAS) No. 157, "Fair Value
Measurements." This standard establishes a single authoritative definition of
fair value, sets out a framework for measuring fair value and requires
additional disclosures about fair value measurements. SFAS No. 157 applies to
fair value measurements already required or permitted by existing standards.
SFAS No. 157 is effective for financial statements issued for fiscal years
beginning after November 15, 2007 and interim periods within those fiscal years.
The changes to current generally accepted accounting principles from the
application of this standard relate to the definition of fair value, the methods
used to measure fair value, and the expanded disclosures about fair value
measurements. As of October 31, 2006, the Funds do not believe the adoption of
SFAS No. 157 will impact the financial statement amounts; however, additional
disclosures may be required about the inputs used to develop the measurements
and the effect of certain of the measurements included within the Statement of
Operations for the period.
7. SUBSEQUENT EVENT
Distributions to Shareholders
The Funds declared dividend distributions from their tax-exempt net investment
income which were paid on December 1, 2006, to shareholders of record on
November 15, 2006, as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Dividend per share $.0390 $.0420
================================================================================
37
Financial
HIGHLIGHTS
Selected data for a share outstanding throughout each period:
Investment Operations Less Distributions
------------------------------------- -------------------------------
Beginning Net Net Realized/ Net Ending
Net Asset Investment Unrealized Investment Capital Net Asset
Value Income Gain (Loss) Total Income Gains Total Value
------------------------------------------------------------------------------------------------------------------------------------
MUNICIPAL VALUE (NUV)
------------------------------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2006 $10.15 $.47 $ .26 $.73 $(.47) $(.02) $(.49) $10.39
2005 10.11 .47 .10 .57 (.47) (.06) (.53) 10.15
2004 9.92 .48 .26 .74 (.49) (.06) (.55) 10.11
2003 9.98 .49 (.01) .48 (.50) (.04) (.54) 9.92
2002 10.17 .51 (.18) .33 (.51) (.01) (.52) 9.98
MUNICIPAL INCOME (NMI)
------------------------------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2006 10.86 .53 .16 .69 (.51) -- (.51) 11.04
2005 10.76 .54 .09 .63 (.53) -- (.53) 10.86
2004 10.41 .56 .32 .88 (.53) -- (.53) 10.76
2003 10.61 .54 (.15) .39 (.59) -- (.59) 10.41
2002 10.92 .61 (.30) .31 (.62) -- (.62) 10.61
====================================================================================================================================
Total Returns
------------------------------
Ending Based on Based on Net
Market Value Market Value+ Asset Value+
---------------------------------------------------------------------------
MUNICIPAL VALUE (NUV)
---------------------------------------------------------------------------
Year Ended 10/31:
2006 $10.16 11.51% 7.40%
2005 9.58 8.25 5.73
2004 9.36 9.01 7.77
2003 9.12 3.66 4.90
2002 9.32 3.80 3.32
MUNICIPAL INCOME (NMI)
---------------------------------------------------------------------------
Year Ended 10/31:
2006 10.50 4.42 6.50
2005 10.56 10.21 5.93
2004 10.08 10.34 8.69
2003 9.64 3.02 3.71
2002 9.90 (11.93) 2.87
===========================================================================
Ratios/Supplemental Data
--------------------------------------------------------------------------------------
Before Credit/Refund After Credit/Refund*
-------------------------- ----------------------------
Ratio of Net Ratio of Net
Ratio of Investment Ratio of Investment
Ending Expenses Income to Expenses Income to Portfolio
Net Assets to Average Average to Average Average Turnover
(000) Net Assets Net Assets Net Assets Net Assets Rate
---------------------------------------------------------------------------------------------------------------
MUNICIPAL VALUE (NUV)
---------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2006 $2,025,964 .59% 4.60% .59% 4.61% 6%
2005 1,979,396 .60 4.64 .60 4.65 8
2004 1,971,925 .62 4.83 .61 4.84 13
2003 1,934,433 .64 4.97 .64 4.97 36
2002 1,946,407 .65 5.07 .65 5.08 13
MUNICIPAL INCOME (NMI)
---------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2006 89,605 .76 4.83 .73 4.86 6
2005 88,147 .78 4.99 .77 5.00 7
2004 87,324 .82 5.28 .81 5.28 14
2003 84,491 1.12 5.14 1.12 5.14 10
2002 85,897 .91 5.62 .90 5.64 36
===============================================================================================================
* After custodian fee credit and legal fee refund, where applicable.
+ Total Return on Market Value is the combination of changes in the market
price per share and the effect of reinvested dividend income and reinvested
capital gains distributions, if any, at the average price paid per share at
the time of reinvestment. Total Return on Net Asset Value is the
combination of changes in net asset value, reinvested dividend income at
net asset value and reinvested capital gains distributions at net asset
value, if any. Total returns are not annualized.
See accompanying notes to financial statements.
38-39 spread
Board Members
AND OFFICERS
The management of the Funds, including general supervision of the duties
performed for the Funds by the Adviser, is the responsibility of the Board
Members of the Funds. The number of board members of the Fund is currently set
at nine. None of the board members who are not "interested" persons of the Funds
has ever been a director or employee of, or consultant to, Nuveen or its
affiliates. The names and business addresses of the board members and officers
of the Funds, their principal occupations and other affiliations during the past
five years, the number of portfolios each oversees and other directorships they
hold are set forth below.
NUMBER OF PORTFOLIOS
PRINCIPAL OCCUPATION(S) IN FUND COMPLEX
NAME, BIRTHDATE POSITION(S) HELD YEAR FIRST ELECTED INCLUDING OTHER DIRECTORSHIPS OVERSEEN BY
AND ADDRESS WITH THE FUNDS OR APPOINTED(2) DURING PAST 5 YEARS BOARD MEMBER
------------------------------------------------------------------------------------------------------------------------------------
BOARD MEMBER WHO IS AN INTERESTED PERSON OF THE FUNDS:
------------------------------------------------------------------------------------------------------------------------------------
Timothy R. Schwertfeger(1) Chairman of 1994 Chairman (since 1996) and Director of 171
3/28/49 the Board Nuveen Investments, Inc., Nuveen
333 W. Wacker Drive and Board Investments, LLC, Nuveen Advisory Corp.
Chicago, IL 60606 Member and Nuveen Institutional Advisory
Corp.(3); formerly, Director (1996-2006)
of Institutional Capital Corporation;
Chairman and Director (since 1997) of
Nuveen Asset Management; Chairman and
Director of Rittenhouse Asset
Management, Inc. (since 1999); Chairman
of Nuveen Investments Advisers Inc.
(since 2002).
BOARD MEMBERS WHO ARE NOT INTERESTED PERSONS OF THE FUNDS:
------------------------------------------------------------------------------------------------------------------------------------
Robert P. Bremner Lead Independent 1997 Private Investor and Management 171
8/22/40 Board member Consultant.
333 W. Wacker Drive
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Lawrence H. Brown Board member 1993 Retired (since 1989) as Senior Vice 171
7/29/34 President of The Northern Trust Company;
333 W. Wacker Drive Director (since 2002) Community Advisory
Chicago, IL 60606 Board for Highland Park and Highwood,
United Way of the North Shore; Director
(since 2006) of the Michael Rolfe
Pancreatic Cancer Foundation.
------------------------------------------------------------------------------------------------------------------------------------
Jack B. Evans Board member 1999 President, The Hall-Perrine Foundation, 171
10/22/48 a private philanthropic corporation
333 W. Wacker Drive (since 1996); Director and Vice
Chicago, IL 60606 Chairman, United Fire Group, a publicly
held company; Adjunct Faculty Member,
University of Iowa; Director, Gazette
Companies; Life Trustee of Coe College
and Iowa College Foundation; formerly,
Director, Alliant Energy; formerly,
Director, Federal Reserve Bank of
Chicago; formerly, President and Chief
Operating Officer, SCI Financial Group,
Inc., a regional financial services
firm.
------------------------------------------------------------------------------------------------------------------------------------
William C. Hunter Board member 2004 Dean, Tippie College of Business, 171
3/6/48 University of Iowa (since June 2006);
333 W. Wacker Drive formerly, Dean and Distinguished
Chicago, IL 60606 Professor of Finance, School of Business
at the University of Connecticut
(2003-2006); previously, Senior Vice
President and Director of Research at
the Federal Reserve Bank of Chicago
(1995-2003); Director (since 1997),
Credit Research Center at Georgetown
University; Director (since 2004) of
Xerox Corporation; Director, SS&C
Technologies, Inc. (May 2005 - October
2005).
------------------------------------------------------------------------------------------------------------------------------------
David J. Kundert Board member 2005 Retired (since 2004) as Chairman, 169
10/28/42 JPMorgan Fleming Asset Management,
333 W. Wacker Drive President and CEO, Banc One Investment
Chicago, IL 60606 Advisors Corporation, and President, One
Group Mutual Funds; prior thereto,
Executive Vice President, Banc One
Corporation and Chairman and CEO, Banc
One Investment Management Group; Board
of Regents, Luther College; member of
the Wisconsin Bar Association; member of
Board of Directors, Friends of Boerner
Botanical Gardens.
40
NUMBER OF PORTFOLIOS
PRINCIPAL OCCUPATION(S) IN FUND COMPLEX
NAME, BIRTHDATE POSITION(S) HELD YEAR FIRST ELECTED INCLUDING OTHER DIRECTORSHIPS OVERSEEN BY
AND ADDRESS WITH THE FUNDS OR APPOINTED(2) DURING PAST 5 YEARS BOARD MEMBER
------------------------------------------------------------------------------------------------------------------------------------
BOARD MEMBERS WHO ARE NOT INTERESTED PERSONS OF THE FUNDS (CONTINUED):
------------------------------------------------------------------------------------------------------------------------------------
William J. Schneider Board member 1997 Chairman of Miller-Valentine Partners 171
9/24/44 Ltd., a real estate investment company;
333 W. Wacker Drive formerly, Senior Partner and Chief
Chicago, IL 60606 Operating Officer (retired, 2004) of
Miller-Valentine Group; formerly, Vice
President, Miller-Valentine Realty;
Board Member, Chair of the Finance
Committee and member of the Audit
Committee of Premier Health Partners,
the not-for-profit company of Miami
Valley Hospital; Vice President, Dayton
Philharmonic Orchestra Association;
Board Member, Regional Leaders Forum,
which promotes cooperation on economic
development issues; Director, Dayton
Development Coalition; formerly, Member,
Community Advisory Board, National City
Bank, Dayton, Ohio and Business Advisory
Council, Cleveland Federal Reserve Bank.
------------------------------------------------------------------------------------------------------------------------------------
Judith M. Stockdale Board member 1997 Executive Director, Gaylord and Dorothy 171
12/29/47 Donnelley Foundation (since 1994); prior
333 W. Wacker Drive thereto, Executive Director, Great Lakes
Chicago, IL 60606 Protection Fund (from 1990 to 1994).
------------------------------------------------------------------------------------------------------------------------------------
Eugene S. Sunshine Board member 2005 Senior Vice President for Business and 171
1/22/50 Finance, Northwestern University (since
333 W. Wacker Drive 1997); Director (since 2003), Chicago
Chicago, IL 60606 Board Options Exchange; formerly,
Director (2003-2006), National Mentor
Holdings, a privately-held, national
provider of home and community-based
services; Chairman (since 1997), Board
of Directors, Rubicon, a pure captive
insurance company owned by Northwestern
University; Director (since 1997),
Evanston Chamber of Commerce and
Evanston Inventure, a business
development organization.
NUMBER OF PORTFOLIOS
NAME, BIRTHDATE POSITION(S) HELD YEAR FIRST ELECTED PRINCIPAL OCCUPATION(S) IN FUND COMPLEX
AND ADDRESS WITH THE FUNDS OR APPOINTED(4) DURING PAST 5 YEARS OVERSEEN BY OFFICER
------------------------------------------------------------------------------------------------------------------------------------
OFFICERS OF THE FUND:
------------------------------------------------------------------------------------------------------------------------------------
Gifford R. Zimmerman Chief 1988 Managing Director (since 2002), 171
9/9/56 Administrative Assistant Secretary and Associate
333 W. Wacker Drive Officer General Counsel, formerly, Vice
Chicago, IL 60606 President and Assistant General Counsel,
of Nuveen Investments, LLC; Managing
Director (2002-2004), General Counsel
(1998-2004) and Assistant Secretary,
formerly, Vice President of Nuveen
Advisory Corp. and Nuveen Institutional
Advisory Corp.(3); Managing Director
(since 2002) and Assistant Secretary and
Associate General Counsel, formerly,
Vice President (since 1997), of Nuveen
Asset Management; Managing Director
(since 2004) and Assistant Secretary
(since 1994) of Nuveen Investments,
Inc.; Assistant Secretary of NWQ
Investment Management Company, LLC.
(since 2002); Vice President and
Assistant Secretary of Nuveen
Investments Advisers Inc. (since 2002);
Managing Director, Associate General
Counsel and Assistant Secretary of
Rittenhouse Asset Management, Inc.;
Assistant Secretary of Symphony Asset
Management LLC (since 2003),
Tradewinds NWQ Global Investors, LLC and
Santa Barbara Asset Management, LLC;
(since 2006); Chartered Financial
Analyst.
41
Board Members
AND OFFICERS (continued)
NUMBER OF PORTFOLIOS
NAME, BIRTHDATE POSITION(S) HELD YEAR FIRST ELECTED PRINCIPAL OCCUPATION(S) IN FUND COMPLEX
AND ADDRESS WITH THE FUNDS OR APPOINTED(4) DURING PAST 5 YEARS OVERSEEN BY OFFICER
------------------------------------------------------------------------------------------------------------------------------------
OFFICERS OF THE FUNDS (CONTINUED):
------------------------------------------------------------------------------------------------------------------------------------
Julia L. Antonatos Vice President 2004 Managing Director (since 2005), formerly 171
9/22/63 Vice President (since 2002); formerly,
333 W. Wacker Drive Assistant Vice President (since 2000) of
Chicago, IL 60606 Nuveen Investments, LLC; Chartered
Financial Analyst.
------------------------------------------------------------------------------------------------------------------------------------
Michael T. Atkinson Vice President 2000 Vice President (since 2002), formerly, 171
2/3/66 and Assistant Assistant Vice President (since 2000) of
333 W. Wacker Drive Secretary Nuveen Investments, LLC.
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Peter H. D'Arrigo Vice President 1999 Vice President and Treasurer of Nuveen 171
11/28/67 Investments, LLC and of Nuveen
333 W. Wacker Drive Investments, Inc. (since 1999); Vice
Chicago, IL 60606 President and Treasurer of Nuveen Asset
Management (since 2002) and of Nuveen
Investments Advisers Inc. (since 2002);
Assistant Treasurer of NWQ Investment
Management Company, LLC. (since 2002);
Vice President and Treasurer of Nuveen
Rittenhouse Asset Management, Inc.
(since 2003); Treasurer of Symphony
Asset Management LLC (since 2003) and
Santa Barbara Asset Management, LLC
(since 2006); Assistant Treasurer,
Tradewinds NWQ Global Investors, LLC
(since 2006); formerly, Vice President
and Treasurer (1999-2004) of Nuveen
Advisory Corp. and Nuveen Institutional
Advisory Corp.(3); Chartered Financial
Analyst.
------------------------------------------------------------------------------------------------------------------------------------
John N. Desmond Vice President 2005 Vice President, Director of Investment 171
8/24/61 Operations, Nuveen Investments, LLC
333 W. Wacker Drive (since January 2005); formerly,
Chicago, IL 60606 Director, Business Manager, Deutsche
Asset Management (2003-2004), Director,
Business Development and Transformation,
Deutsche Trust Bank Japan (2002-2003);
previously, Senior Vice President, Head
of Investment Operations and Systems,
Scudder Investments Japan, (2000-2002),
Senior Vice President, Head of Plan
Administration and Participant Services,
Scudder Investments (1995-2002).
------------------------------------------------------------------------------------------------------------------------------------
Jessica R. Droeger Vice President 1998 Vice President (since 2002), Assistant 171
9/24/64 and Secretary Secretary and Assistant General Counsel
333 W. Wacker Drive (since 1998) formerly, Assistant Vice
Chicago, IL 60606 President (since 1998) of Nuveen
Investments, LLC; Vice President
(2002-2004) and Assistant Secretary
(1998-2004) formerly, Assistant Vice
President of Nuveen Advisory Corp. and
Nuveen Institutional Advisory Corp.(3);
Vice President and Assistant Secretary
(since 2005) of Nuveen Asset Management.
------------------------------------------------------------------------------------------------------------------------------------
Lorna C. Ferguson Vice President 1998 Managing Director (since 2004), 171
10/24/45 formerly, Vice President of Nuveen
333 W. Wacker Drive Investments, LLC, Managing Director
Chicago, IL 60606 (2004) formerly, Vice President
(1998-2004) of Nuveen Advisory Corp. and
Nuveen Institutional Advisory Corp.(3);
Managing Director (since 2005) of Nuveen
Asset Management.
------------------------------------------------------------------------------------------------------------------------------------
William M. Fitzgerald Vice President 1995 Managing Director (since 2002), 171
3/2/64 formerly, Vice President of Nuveen
333 W. Wacker Drive Investments; Managing Director
Chicago, IL 60606 (1997-2004) of Nuveen Advisory Corp. and
Nuveen Institutional Advisory Corp.(3);
Managing Director (since 2001) of Nuveen
Asset Management; Vice President (since
2002) of Nuveen Investments Advisers
Inc.; Chartered Financial Analyst.
42
NUMBER OF PORTFOLIOS
NAME, BIRTHDATE POSITION(S) HELD YEAR FIRST ELECTED PRINCIPAL OCCUPATION(S) IN FUND COMPLEX
AND ADDRESS WITH THE FUNDS OR APPOINTED(4) DURING PAST 5 YEARS OVERSEEN BY OFFICER
------------------------------------------------------------------------------------------------------------------------------------
OFFICERS OF THE FUNDS (CONTINUED):
------------------------------------------------------------------------------------------------------------------------------------
Stephen D. Foy Vice President 1998 Vice President (since 1993) and Funds 171
5/31/54 and Controller Controller (since 1998) of Nuveen
333 W. Wacker Drive Investments, LLC; formerly, Vice
Chicago, IL 60606 President and Funds Controller
(1998-2004) of Nuveen Investments, Inc.;
Certified Public Accountant.
------------------------------------------------------------------------------------------------------------------------------------
Walter M. Kelly Chief 2003 Vice President and Assistant Secretary 171
2/24/70 Officer and (since 2006) formerly, Assistant Vice
333 West Wacker Drive Vice President President and Assistant General Counsel
Chicago, IL 60606 (since 2003) of Nuveen Investments, LLC;
Vice President (since 2006) and
Assistant Secretary (since 2003)
formerly, Assistant Vice President of
Nuveen Asset Management; previously,
Associate (2001-2003) at the law firm of
Vedder, Price, Kaufman & Kammholz.
------------------------------------------------------------------------------------------------------------------------------------
David J. Lamb Vice President 2000 Vice President (since 2000) of Nuveen 171
3/22/63 Investments, LLC; Certified Public
333 W. Wacker Drive Accountant.
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Tina M. Lazar Vice President 2002 Vice President of Nuveen Investments, 171
8/27/61 LLC (since 1999).
333 W. Wacker Drive
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Larry W. Martin Vice President 1988 Vice President, Assistant Secretary and 171
7/27/51 and Assistant Assistant General Counsel of Nuveen
333 W. Wacker Drive Secretary Investments, LLC; formerly, Vice
Chicago, IL 60606 President and Assistant Secretary of
Nuveen Advisory Corp. and Nuveen
Institutional Advisory Corp.(3); Vice
President (since 2005) and Assistant
Secretary of Nuveen Investments, Inc.;
Vice President (since 2005) and
Assistant Secretary (since 1997) of
Nuveen Asset Management; Vice President
(since 2000), Assistant Secretary and
Assistant General Counsel (since 1998)
of Rittenhouse Asset Management, Inc.;
Vice President and Assistant Secretary
of Nuveen Investments Advisers Inc.
(since 2002); Assistant Secretary of NWQ
Investment Management Company, LLC
(since 2002), Symphony Asset Management
LLC (since 2003) and Tradewinds NWQ
Global Investors, LLC and Santa Barbara
Asset Management, LLC (since 2006).
(1) Mr. Schwertfeger is an "interested person" of the Funds, as defined in the
Investment Company Act of 1940, because he is an officer and board member
of the Adviser.
(2) Board members serve an indefinite term until his/her successor is elected.
The year first elected or appointed represents the year in which the board
member was first elected or appointed to any fund in the Nuveen Complex.
(3) Nuveen Advisory Corp. and Nuveen Institutional Advisory Corp. were
reorganized into Nuveen Asset Management, effective January 1, 2005.
(4) Officers serve one year terms through July of each year. The year first
elected or appointed represents the year in which the Officer was first
elected or appointed to any fund in the Nuveen Complex.
43
ANNUAL INVESTMENT
MANAGEMENT AGREEMENT
APPROVAL PROCESS
The Board of Trustees is responsible for overseeing the performance of the
investment adviser to the Funds and determining whether to continue the advisory
arrangements. At a meeting held on May 23-25, 2006 (the "MAY MEETING"), the
Board of Trustees of the Funds, including the independent Trustees, unanimously
approved the continuance of the Investment Management Agreement between each
Fund and NAM (the "FUND ADVISER").
THE APPROVAL PROCESS
During the course of the year, the Board received a wide variety of materials
relating to the services provided by the Fund Adviser and the performance of
each Fund. To assist the Board in its evaluation of the advisory contract with
the Fund Adviser at the May Meeting, the independent Trustees received extensive
materials in advance of their meeting which outlined, among other things:
o the nature, extent and quality of services provided by the Fund
Adviser;
o the organization and business operations of the Fund Adviser,
including the responsibilities of various departments and key
personnel;
o the Fund's past performance, the Fund's performance compared to
funds of similar investment objectives compiled by an independent
third party and to customized benchmarks;
o the profitability of the Fund Adviser and certain industry
profitability analyses for unaffiliated advisers;
o the expenses of the Fund Adviser in providing the various services;
o the advisory fees (gross and net management fees) and total expense
ratios of the Fund, including comparisons of such fees and expenses
with those of comparable, unaffiliated funds based on information
and data provided by Lipper (the "PEER UNIVERSE") as well as
compared to a subset of funds within the Peer Universe (the "PEER
GROUP") to the respective Fund (as applicable);
o the advisory fees the Fund Adviser assesses to other types of
investment products or clients;
o the soft dollar practices of the Fund Adviser, if any; and
o from independent legal counsel, a legal memorandum describing, among
other things, the duties of the Trustees under the Investment
Company Act of 1940 (the "1940 ACT") as well as the general
principles of relevant state law in reviewing and approving advisory
contracts; the requirements of the 1940 Act in such matters; an
adviser's fiduciary duty with respect to advisory agreements and
compensation; the standards used by courts in determining whether
investment company boards of directors have fulfilled their duties;
and factors to be considered by the Board in voting on advisory
agreements.
At the May Meeting, the Fund Adviser made a presentation to and responded to
questions from the Board. After the presentations and after reviewing the
written materials, the independent Trustees met privately with their legal
counsel to review the Board's duties in reviewing advisory contracts and
consider the renewal of the advisory contracts. It is with this background that
the Trustees considered the advisory contract with the Fund Adviser. The
independent Trustees, in consultation with independent counsel, reviewed the
factors set out in judicial decisions and SEC directives relating to the renewal
of advisory contracts. As outlined in more detail below, the Trustees considered
all factors they believed relevant with respect to each Fund, including the
following: (a) the nature, extent and quality of the services to be provided by
the Fund Adviser; (b) the investment performance of the Fund and the Fund
Adviser; (c) the costs of the services to be provided and profitability of the
Fund Adviser and its affiliates; (d) the extent to which economies of scale
would be realized as the Fund grows; and (e) whether fee levels reflect these
economies of scale for the benefit of Fund investors.
A. NATURE, EXTENT AND QUALITY OF SERVICES
In reviewing the Fund Adviser, the Trustees considered the nature, extent and
quality of the Fund Adviser's services. The Trustees reviewed materials
outlining, among other things, the Fund Adviser's organization and business; the
types of services that the Fund Adviser or its affiliates provide and are
expected to provide to the Funds; the performance record of the applicable Fund
(as described in further detail below); and any initiatives and enhancements
Nuveen has taken for its municipal fund product line. In connection with their
continued service as Trustees, the Trustees also have a good understanding of
the Fund Adviser's organization, operations and personnel. In this regard, the
Trustees are familiar with and have evaluated the professional experience,
qualifications and credentials of the Fund Adviser's personnel. The Trustees
further reviewed materials describing, among other things, the teams and
44
personnel involved in the investment, research, risk-management and operational
processes involved in managing municipal funds and their respective functions.
Given the Trustees' experience with the Funds and Fund Adviser, the Trustees
recognized the demonstrated history of care and depth of experience of the
respective personnel in managing these Funds. In this regard, the Trustees
considered the continued quality of the Fund Adviser's investment process in
making portfolio management decisions as well as additional refinements and
improvements adopted to the portfolio management processes noted below. With
respect to the services provided to municipal funds, including the Funds, the
Trustees noted that the Fund Adviser continues to make refinements to its
portfolio management process including, among other things, the increased use of
derivatives to enhance management of risk, additional analytical software for
research staff and improved municipal pricing processes.
In addition to advisory services, the independent Trustees considered the
quality of any administrative or non-advisory services provided. The Fund
Adviser provides the Funds with such administrative and other services
(exclusive of, and in addition to, any such services provided by others for the
Funds) and officers and other personnel as are necessary for the operations of
the respective Fund. In connection with the review of the Investment Management
Agreement, the Trustees considered the extent and quality of these other
services which include, among other things, providing: product management (E.G.,
product positioning, performance benchmarking, risk management); fund
administration (E.G., daily net asset value pricing and reconciliation, tax
reporting, fulfilling regulatory filing requirements); oversight of third party
service providers; administration of board relations (E.G., organizing board
meetings and preparing related materials); compliance (E.G., monitoring
compliance with investment policies and guidelines and regulatory requirements);
and legal support (E.G., helping prepare and file registration statements,
amendments thereto, proxy statements and responding to regulatory requests
and/or inquiries). As the Funds operate in a highly regulated industry and given
the importance of compliance, the Trustees considered, in particular, the
additions of experienced personnel to the compliance teams and the enhancements
to technology and related systems to support the compliance activities for the
Funds (including a new reporting system for quarterly portfolio holdings).
In addition to the foregoing, the Trustees also noted the additional services
that the Fund Adviser or its affiliates provide to closed-end funds, including,
in particular, secondary market support activities. The Trustees recognized
Nuveen's continued commitment to supporting the secondary market for the common
shares of its closed-end funds through a variety of initiatives designed to
raise investor and analyst awareness and understanding of closed-end funds.
These efforts include providing advertising and other media relations programs,
continued contact with analysts, maintaining and enhancing its website for
closed-end funds, and targeted advisor communication programs. With respect to
funds that utilize leverage through the issuance of preferred shares, the
Trustees noted Nuveen's continued support for the preferred shares by
maintaining, among other things, an in-house preferred trading desk; designating
a product manager whose responsibilities include creating and disseminating
product information and managing relations in connection with the preferred
share auction; and maintaining systems necessary to test compliance with rating
agency requirements.
Based on their review, the Trustees found that, overall, the nature, extent and
quality of services provided (and expected to be provided) to the respective
Funds under the Investment Management Agreement were of a high level and were
satisfactory.
B. THE INVESTMENT PERFORMANCE OF THE FUND AND FUND ADVISER
The Board considered the investment performance for each Fund, including the
Fund's historic performance as well as its performance compared to funds with
similar investment objectives identified by an independent third party (the
"PERFORMANCE PEER GROUP") and portfolio level performance against customized
benchmarks, as described below. In evaluating the performance information, in
certain instances, the Trustees noted that the closest Performance Peer Group
for a fund still may not adequately reflect such fund's investment objectives,
strategies and portfolio duration, thereby limiting the usefulness of the
comparisons of such fund's performance with that of the Performance Peer Group.
With respect to state specific municipal funds, the Trustees recognized that
certain state municipal funds do not have a corresponding state specific
Performance Peer Group in which case their performance is measured against a
more general municipal category for various states. The closed-end state
municipal funds that do not have corresponding state-specific Performance Peer
Groups are from Arizona, Connecticut, Georgia, Maryland, Massachusetts,
Missouri, North Carolina, Ohio, Texas, and Virginia. Further, due to a lack of
state-specific unleveraged categories, certain unleveraged state municipal funds
are included in their leveraged state category (such as, the Nuveen California
Select Tax-Free Income Fund, Nuveen California Municipal Value Fund, Nuveen New
York Select Tax-Free Income Fund and Nuveen New York Municipal Value Fund).
In reviewing performance, the Trustees reviewed performance information
including, among other things, total return information compared with the Fund's
Performance Peer Group for the one-, three- and five-year periods (as
applicable) ending December 31, 2005. The Trustees also reviewed the Fund's
portfolio level performance (which does not reflect fund level fees and
expenses) compared to customized portfolio-level benchmarks for the one- and
three-year periods ending December 31, 2005 (as applicable). This analysis is
designed to assess the efficacy of investment decisions against appropriate
measures of risk and total return, within specific market segments. This
information supplements the Fund performance information provided to the Board
at each of their quarterly meetings. Based on their review, the Trustees
determined that the respective Fund's absolute and relative investment
performance over time had been satisfactory.
C. FEES, EXPENSES AND PROFITABILITY
1. FEES AND EXPENSES
In evaluating the management fees and expenses of a Fund, the Board
reviewed, among other things, the Fund's advisory fees (net and gross
management fees) and total expense ratios (before and after expense
reimbursements and/or waivers) in absolute terms as well as comparisons to
the gross management fees (before waivers), net management fees (after
waivers) and total expense ratios (before and after waivers) of comparable
funds in the Peer Universe and the Peer Group. The Trustees reviewed data
regarding the construction of Peer Groups as well as the methods of
measurement for the fee and expense analysis and the performance analysis.
In certain cases, due to the small number of peers in the Peer Universe,
the Peer Universe and Peer Group
45
ANNUAL INVESTMENT MANAGEMENT
AGREEMENT APPROVAL PROCESS (continued)
may be the same. Further, the Trustees recognized that in certain cases
the closest Peer Universe and/or Peer Group did not adequately reflect a
fund's investment objectives and strategies limiting the usefulness of
comparisons. In reviewing comparisons, the Trustees also considered the
size of the Peer Universe and/or Peer Group, the composition of the Peer
Group (including differences in the use of leverage and insurance) as well
as differing levels of fee waivers and/or expense reimbursements. In this
regard, the Trustees considered the fund-level and complex-wide breakpoint
schedules (described in further detail below) and any fee waivers and
reimbursements provided by Nuveen (applicable, in particular, for certain
funds launched since 1999). Based on their review of the fee and expense
information provided, the Trustees determined that each Fund's net total
expense ratio was within an acceptable range compared to peers.
2. COMPARISONS WITH THE FEES OF OTHER CLIENTS
The Trustees further reviewed data comparing the advisory fees of the Fund
Adviser with fees the Fund Adviser charges to other clients, including
municipal managed accounts. In general, the fees charged for separate
accounts are somewhat lower than the fees assessed to the Funds. The
Trustees recognized that the differences in fees are attributable to a
variety of factors, including the differences in services provided,
product distribution, portfolio investment policies, investor profiles,
account sizes and regulatory requirements. The Trustees noted, in
particular, that the range of services provided to the Funds is more
extensive than that provided to managed separate accounts. As described in
further detail above, such additional services include, but are not
limited to, providing: product management, fund administration, oversight
of third party service providers, administration of board relations, and
legal support. Funds further operate in a highly regulated industry
requiring extensive compliance functions compared to the other investment
products. In addition to the costs of the additional services,
administrative costs may also be greater for funds as the average account
size for separate accounts is notably larger than the retail accounts of
funds. Given the differences in the product structures, particularly the
extensive services provided to closed-end municipal funds, the Trustees
believe such facts justify the different levels of fees.
3. PROFITABILITY OF FUND ADVISER
In conjunction with its review of fees, the Trustees also considered the
profitability of Nuveen Investments for advisory activities (which
incorporated Nuveen's wholly-owned affiliated sub-advisers). The Trustees
reviewed data comparing Nuveen's profitability with other fund sponsors
prepared by three independent third party service providers as well as
comparisons of the revenues, expenses and profits margins of various
unaffiliated management firms with similar amounts of assets under
management prepared by Nuveen. The Trustees further reviewed the 2005
Annual Report for Nuveen Investments. In considering profitability, the
Trustees recognized the inherent limitations in determining profitability
as well as the difficulties in comparing the profitability of other
unaffiliated advisers. Profitability may be affected by numerous factors,
including the methodology for allocating expenses, the adviser's business
mix, the types of funds managed, the adviser's capital structure and cost
of capital. Further, individual fund or product line profitability of
other sponsors is generally not publicly available. Accordingly, the
profitability information that is publicly available from various
investment advisory or management firms may not be representative of the
industry.
Notwithstanding the foregoing, in reviewing profitability, the Trustees reviewed
Nuveen's methodology and assumptions for allocating expenses across product
lines to determine profitability. In this regard, the methods of allocation used
appeared reasonable. The Trustees also, to the extent available, compared
Nuveen's profitability margins (including pre- and post-marketing profit
margins) with the profitability of various unaffiliated management firms. The
Trustees noted that Nuveen's profitability is enhanced due to its efficient
internal business model. The Trustees also recognized that while a number of
factors affect profitability, Nuveen's profitability may change as fee waivers
and/or expense reimbursement commitments of Nuveen to various funds in the
Nuveen complex expire. To keep apprised of profitability and developments that
may affect profitability, the Trustees have requested profitability analysis be
provided periodically during the year. Based on their review, the Trustees were
satisfied that the Fund Adviser's level of profitability was reasonable in light
of the services provided.
In evaluating the reasonableness of the compensation, the Trustees also
considered any other revenues paid to the Fund Adviser as well as any indirect
benefits (such as soft dollar arrangements, if any) the Fund Adviser and its
affiliates are expected to receive that are directly attributable to their
management of the Funds, if any. See Section E below for additional information.
Based on their review of the overall fee arrangements of the applicable Fund,
the Trustees determined that the advisory fees and expenses of the respective
Fund were reasonable.
46
D. ECONOMIES OF SCALE AND WHETHER FEE LEVELS REFLECT THESE ECONOMIES OF SCALE
With respect to economies of scale, the Trustees recognized the potential
benefits resulting from the costs of a fund being spread over a larger asset
base as a fund grows. To help ensure the shareholders share in these benefits,
the Trustees have reviewed and considered the breakpoints in the advisory fee
schedules that reduce advisory fees as the applicable Fund's assets grow. In
addition to advisory fee breakpoints as assets in a respective Fund rise, after
lengthy discussions with management, the Board also approved a complex-wide fee
arrangement that was introduced on August 1, 2004. Pursuant to the complex-wide
fee arrangement, the fees of the funds in the Nuveen complex, including the
Funds, are reduced as the assets in the fund complex reach certain levels. In
evaluating the complex-wide fee arrangement, the Trustees considered, among
other things, the historic and expected fee savings to shareholders as assets
grow, the amount of fee reductions at various asset levels, and that the
arrangement would extend to all funds in the Nuveen complex. The Trustees noted
that 2005 was the first full year to reflect the fee reductions from the complex
wide fee arrangement. The Trustees also considered the impact, if any, the
complex-wide fee arrangement may have on the level of services provided. Based
on their review, the Trustees concluded that the breakpoint schedule and
complex-wide fee arrangement currently was acceptable and desirable in providing
benefits from economies of scale to shareholders.
E. INDIRECT BENEFITS
In evaluating fees, the Trustees also considered any indirect benefits or
profits the Fund Adviser or its affiliates may receive as a result of its
relationship with each Fund. In this regard, the Trustees considered revenues
received by affiliates of the Fund Adviser for serving as agent at Nuveen's
preferred trading desk and for serving as a co-manager in the initial public
offering of new closed-end exchange traded funds.
In addition to the above, the Trustees considered whether the Fund Adviser
received any benefits from soft dollar arrangements. With respect to NAM, the
Trustees noted that NAM does not currently have any soft dollar arrangements and
does not pay excess brokerage commissions (or spreads on principal transactions)
in order to receive research services; however, the Fund Adviser may from time
to time receive and have access to research generally provided to institutional
clients.
F. APPROVAL
The Trustees did not identify any single factor discussed previously as
all-important or controlling. The Trustees, including a majority of independent
Trustees, concluded that the terms of the Investment Management Agreements were
fair and reasonable, that the Fund Adviser's fees are reasonable in light of the
services provided to each Fund, and that the renewal of the Investment
Management Agreements should be approved.
47
Reinvest Automatically
EASILY AND CONVENIENTLY
Sidebar text: NUVEEN MAKES REINVESTING EASY. A PHONE CALL IS ALL IT TAKES TO SET
UP YOUR REINVESTMENT ACCOUNT.
NUVEEN CLOSED-END FUNDS
DIVIDEND REINVESTMENT PLAN
Your Nuveen Closed-End Fund allows you to conveniently reinvest dividends and/or
capital gains distributions in additional fund shares.
By choosing to reinvest, you'll be able to invest money regularly and
automatically, and watch your investment grow through the power of tax-free
compounding. Just like dividends or distributions in cash, there may be times
when income or capital gains taxes may be payable on dividends or distributions
that are reinvested.
It is important to note that an automatic reinvestment plan does not ensure a
profit, nor does it protect you against loss in a declining market.
EASY AND CONVENIENT
To make recordkeeping easy and convenient, each month you'll receive a statement
showing your total dividends and distributions, the date of investment, the
shares acquired and the price per share, and the total number of shares you own.
HOW SHARES ARE PURCHASED
The shares you acquire by reinvesting will either be purchased on the open
market or newly issued by the Fund. If the shares are trading at or above net
asset value at the time of valuation, the Fund will issue new shares at the
then-current market price. If the shares are trading at less than net asset
value, shares for your account will be purchased on the open market. Dividends
and distributions received to purchase shares in the open market will normally
be invested shortly after the dividend payment date. No interest will be paid on
dividends and distributions awaiting reinvestment. Because the market price of
the shares may increase before purchases are completed, the average purchase
price per share may exceed the market price at the time of valuation, resulting
in the acquisition of fewer shares than if the dividend or distribution had been
paid in shares issued by the Fund. A pro rata portion of any applicable
brokerage commissions on open market purchases will be paid by Plan
participants. These commissions usually will be lower than those charged on
individual transactions.
FLEXIBLE
You may change your distribution option or withdraw from the Plan at any time,
should your needs or situation change. Should you withdraw, you can receive a
certificate for all whole shares credited to your reinvestment account and cash
payment for fractional shares, or cash payment for all reinvestment account
shares, less brokerage commissions and a $2.50 service fee.
You can reinvest whether your shares are registered in your name, or in the name
of a brokerage firm, bank, or other nominee. Ask your investment advisor if his
or her firm will participate on your behalf. Participants whose shares are
registered in the name of one firm may not be able to transfer the shares to
another firm and continue to participate in the Plan.
The Fund reserves the right to amend or terminate the Plan at any time. Although
the Fund reserves the right to amend the Plan to include a service charge
payable by the participants, there is no direct service charge to participants
in the Plan at this time.
CALL TODAY TO START REINVESTING DIVIDENDS AND/OR DISTRIBUTIONS
For more information on the Nuveen Automatic Reinvestment Plan or to enroll in
or withdraw from the Plan, speak with your financial advisor or call us at (800)
257-8787.
48
Automatic Dividend
REINVESTMENT PLAN
NOTICE OF AMENDMENT TO THE TERMS AND CONDITIONS
These Funds are amending the terms and conditions of their Automatic Dividend
Reinvestment Plan (the "Plan") as further described below effective with the
close of business on February 1, 2007. THESE CHANGES ARE INTENDED TO ENABLE PLAN
PARTICIPANTS UNDER CERTAIN CIRCUMSTANCES TO REINVEST FUND DISTRIBUTIONS AT A
LOWER AGGREGATE COST THAN IS POSSIBLE UNDER THE EXISTING PLAN. Shareholders who
do not wish to continue as participants under the amended Plan may withdraw from
the Plan by notifying the Plan Agent prior to the effective date of the
amendments. Participants should refer to their Plan document for notification
instructions, or may simply call Nuveen at (800) 257-8787.
Fund shareholders who elect to participate in the Plan are able to have Fund
distributions consisting of income dividends, realized capital gains and returns
of capital automatically reinvested in additional Fund shares. Under the Plan's
existing terms, the Plan Agent purchases Fund shares in the open market if the
Fund's shares are trading at a discount to their net asset value on the payable
date for the distribution. If the Fund's shares are trading at or above their
net asset value on the payable date for the distribution, the Plan Agent
purchases newly-issued Fund shares directly from the Fund at a price equal to
the greater of the shares' net asset value or 95% of the shares' market value.
Under the Plan's amended terms, if the Plan Agent begins purchasing Fund shares
on the open market while shares are trading below net asset value, but the
Fund's shares subsequently trade at or above their net asset value before the
Plan Agent is able to complete its purchases, the Plan Agent may cease
open-market purchases and may invest the uninvested portion of the distribution
in newly-issued Fund shares at a price equal to the greater of the shares' net
asset value or 95% of the shares' market value. This change will permit Plan
participants under these circumstances to reinvest Fund distributions at a lower
aggregate cost than is possible under the existing Plan.
49
Notes
50
Other Useful
INFORMATION
QUARTERLY PORTFOLIO OF INVESTMENTS AND PROXY VOTING INFORMATION
Each Fund's (i) quarterly portfolio of investments, (ii) information regarding
how the Funds voted proxies relating to portfolio securities held during the
12-month period ended June 30, 2006, and (iii) a description of the policies and
procedures that the Funds used to determine how to vote proxies relating to
portfolio securities are available without charge, upon request, by calling
Nuveen Investments toll-free at (800) 257-8787 or on Nuveen's website at
www.nuveen.com.
You may also obtain this and other Fund information directly from the Securities
and Exchange Commission ("SEC"). The SEC may charge a copying fee for this
information. Visit the SEC on-line at http://www.sec.gov or in person at the
SEC's Public Reference Room in Washington, D.C. Call the SEC at 1-202-942-8090
for room hours and operation. You may also request Fund information by sending
an e-mail request to publicinfo@sec.gov or by writing to the SEC's Public
References Section at 450 Fifth Street NW, Washington, D.C. 20549.
GLOSSARY OF TERMS USED IN THIS REPORT
AVERAGE ANNUAL TOTAL RETURN: This is a commonly used method to express an
investment's performance over a particular, usually multi-year time period. It
expresses the return that would have been necessary each year to equal the
investment's actual cumulative performance (including change in NAV or market
price and reinvested dividends and capital gains distributions, if any) over the
time period being considered.
AVERAGE EFFECTIVE MATURITY: The average of all the maturities of the bonds in a
Fund's portfolio, computed by weighting each maturity date (the date the
security comes due) by the market value of the security. This figure does not
account for the likelihood of prepayments or the exercise of call provisions.
MODIFIED DURATION: Duration is a measure of the expected period over which a
bond's principal and interest will be paid, and consequently is a measure of the
sensitivity of a bond's or bond Fund's value to changes when market interest
rates change. Generally, the longer a bond's or Fund's duration, the more the
price of the bond or Fund will change as interest rates change.
MARKET YIELD (ALSO KNOWN AS DIVIDEND YIELD OR CURRENT YIELD): An investment's
current annualized dividend divided by its current market price.
NET ASSET VALUE (NAV): A Fund's common share NAV per share is calculated by
subtracting the liabilities of the Fund (including any MuniPreferred shares
issued in order to leverage the Fund) from its total assets and then dividing
the remainder by the number of shares outstanding. Fund NAVs are calculated at
the end of each business day.
TAXABLE-EQUIVALENT YIELD: The yield necessary from a fully taxable investment to
equal, on an after-tax basis, the yield of a municipal bond investment.
BOARD OF DIRECTORS
Robert P. Bremner
Lawrence H. Brown
Jack B. Evans
William C. Hunter
David J. Kundert
William J. Schneider
Timothy R. Schwertfeger
Judith M. Stockdale
Eugene S. Sunshine
FUND MANAGER
Nuveen Asset Management
333 West Wacker Drive
Chicago, IL 60606
CUSTODIAN
State Street Bank & Trust Company
Boston, MA
TRANSFER AGENT AND
SHAREHOLDER SERVICES
State Street Bank & Trust Company
Nuveen Funds
P.O. Box 43071
Providence, RI 02940-3071
(800) 257-8787
LEGAL COUNSEL
Chapman and Cutler LLP
Chicago, IL
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Ernst & Young LLP
Chicago, IL
Each Fund intends to repurchase shares of its own common stock in the future at
such times and in such amounts as is deemed advisable. No shares were
repurchased during the period covered by this report. Any future repurchases
will be reported to shareholders in the next annual or semiannual report.
51
Nuveen Investments:
SERVING Investors
For GENERATIONS
Photo of: 2 women looking at a photo album.
Since 1898, financial advisors and their clients have relied on Nuveen
Investments to provide dependable investment solutions. For the past century,
Nuveen Investments has adhered to the belief that the best approach to investing
is to apply conservative risk-management principles to help minimize volatility.
Building on this tradition, we today offer a range of high quality equity and
fixed-income solutions that are integral to a well-diversified core portfolio.
Our clients have come to appreciate this diversity, as well as our continued
adherence to proven, long-term investing principles.
WE OFFER MANY DIFFERENT INVESTING SOLUTIONS FOR OUR CLIENTS' DIFFERENT NEEDS.
Managing more than $154 billion in assets, Nuveen Investments offers access to a
number of different asset classes and investing solutions through a variety of
products. Nuveen Investments markets its capabilities under four distinct
brands: Nuveen, a leader in fixed-income investments; NWQ, a leader in
value-style equities; Rittenhouse, a leader in growth-style equities; and
Symphony, a leading institutional manager of market-neutral alternative
investment portfolios.
FIND OUT HOW WE CAN HELP YOU REACH YOUR FINANCIAL GOALS.
To learn more about the products and services Nuveen Investments offers, talk to
your financial advisor, or call us at (800) 257-8787. Please read the
information provided carefully before you invest.
Be sure to obtain a prospectus, where applicable. Investors should consider the
investment objective and policies, risk considerations, charges and expenses of
the Fund carefully before investing. The prospectus contains this and other
information relevant to an investment in the Fund. For a prospectus, please
contact your securities representative or Nuveen Investments, 333 W. Wacker Dr.,
Chicago, IL 60606. Please read the prospectus carefully before you invest or
send money.
o Share prices
Learn more o Fund details
about Nuveen Funds at o Daily financial news
WWW.NUVEEN.COM/CEF o Investor education
o Interactive planning tools
Logo: NUVEEN Investments
EAN-A-1006D
ITEM 2. CODE OF ETHICS.
As of the end of the period covered by this report, the registrant has adopted a
code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller, or
persons performing similar functions. There were no amendments to or waivers
from the Code during the period covered by this report. The registrant has
posted the code of ethics on its website at www.nuveen.com/etf. (To view the
code, click on the Investor Resources drop down menu box, click on Fund
Governance and then click on Code of Conduct.)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
The registrant's Board of Directors or Trustees determined that the registrant
has at least one "audit committee financial expert" (as defined in Item 3 of
Form N-CSR) serving on its Audit Committee. The registrant's audit committee
financial expert is Jack B. Evans, Chairman of the Audit Committee, who is
"independent" for purposes of Item 3 of Form N-CSR.
Mr. Evans was formerly President and Chief Operating Officer of SCI Financial
Group, Inc., a full service registered broker-dealer and registered investment
adviser ("SCI"). As part of his role as President and Chief Operating Officer,
Mr. Evans actively supervised the Chief Financial Officer (the "CFO") and
actively supervised the CFO's preparation of financial statements and other
filings with various regulatory authorities. In such capacity, Mr. Evans was
actively involved in the preparation of SCI's financial statements and the
resolution of issues raised in connection therewith. Mr. Evans has also served
on the audit committee of various reporting companies. At such companies, Mr.
Evans was involved in the oversight of audits, audit plans, and the preparation
of financial statements. Mr. Evans also formerly chaired the audit committee of
the Federal Reserve Bank of Chicago.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Nuveen Municipal Income Fund, Inc.
The following tables show the amount of fees that Ernst & Young LLP, the Fund's
auditor, billed to the Fund during the Fund's last two full fiscal years. For
engagements with Ernst & Young LLP the Audit Committee approved in advance all
audit services and non-audit services that Ernst & Young LLP provided to the
Fund, except for those non-audit services that were subject to the pre-approval
exception under Rule 2-01 of Regulation S-X (the "pre-approval exception"). The
pre-approval exception for services provided directly to the Fund waives the
pre-approval requirement for services other than audit, review or attest
services if: (A) the aggregate amount of all such services provided constitutes
no more than 5% of the total amount of revenues paid by the Fund to its
accountant during the fiscal year in which the services are provided; (B) the
Fund did not recognize the services as non-audit services at the time of the
engagement; and (C) the services are promptly brought to the Audit Committee's
attention, and the Committee (or its delegate) approves the services before the
audit is completed.
The Audit Committee has delegated certain pre-approval responsibilities to its
Chairman (or, in his absence, any other member of the Audit Committee).
SERVICES THAT THE FUND'S AUDITOR BILLED TO THE FUND
AUDIT FEES BILLED AUDIT-RELATED FEES TAX FEES ALL OTHER FEES
FISCAL YEAR ENDED TO FUND (1) BILLED TO FUND (2) BILLED TO FUND (3) BILLED TO FUND (4)
----------------------------------------------------------------------------------------------------------------------
October 31, 2006 $ 8,250 $ 0 $ 400 $ 0
----------------------------------------------------------------------------------------------------------------------
Percentage approved 0% 0% 0% 0%
pursuant to
pre-approval
exception
----------------------------------------------------------------------------------------------------------------------
October 31, 2005 $ 7,729 $ 0 $ 410 $ 0
----------------------------------------------------------------------------------------------------------------------
Percentage approved 0% 0% 0% 0%
pursuant to
pre-approval
exception
----------------------------------------------------------------------------------------------------------------------
(1) "Audit Fees" are the aggregate fees billed for professional services for
the audit of the Fund's annual financial statements and services provided
in connection with statutory and regulatory filings or engagements.
(2) "Audit Related Fees" are the aggregate fees billed for assurance and
related services reasonably related to the performance of the audit or
review of financial statements and are not reported under "Audit Fees".
(3) "Tax Fees" are the aggregate fees billed for professional services for tax
advice, tax compliance, and tax planning.
(4) "All Other Fees" are the aggregate fees billed for products and services
other than "Audit Fees", "Audit Related Fees", and "Tax Fees".
SERVICES THAT THE FUND'S AUDITOR BILLED TO THE
ADVISER AND AFFILIATED FUND SERVICE PROVIDERS
The following tables show the amount of fees billed by Ernst & Young LLP to
Nuveen Asset Management ("NAM" or the "Adviser"), and any entity controlling,
controlled by or under common control with NAM ("Control Affiliate") that
provides ongoing services to the Fund ("Affiliated Fund Service Provider"), for
engagements directly related to the Fund's operations and financial reporting,
during the Fund's last two full fiscal years.
The tables also show the percentage of fees subject to the pre-approval
exception. The pre-approval exception for services provided to the Adviser and
any Affiliated Fund Service Provider (other than audit, review or attest
services) waives the pre-approval requirement if: (A) the aggregate amount of
all such services provided constitutes no more than 5% of the total amount of
revenues paid to Ernst & Young LLP by the Fund, the Adviser and Affiliated Fund
Service Providers during the fiscal year in which the services are provided that
would have to be pre-approved by the Audit Committee; (B) the Fund did not
recognize the services as non-audit services at the time of the engagement; and
(C) the services are promptly brought to the Audit Committee's attention, and
the Committee (or its delegate) approves the services before the Fund's audit is
completed.
FISCAL YEAR ENDED AUDIT-RELATED FEES TAX FEES BILLED TO ALL OTHER FEES
BILLED TO ADVISER AND ADVISER AND BILLED TO ADVISER
AFFILIATED FUND AFFILIATED FUND AND AFFILIATED FUND
SERVICE PROVIDERS SERVICE PROVIDERS (1) SERVICE PROVIDERS
-----------------------------------------------------------------------------------------------------
October 31, 2006 $ 0 $ 2,200 $ 0
-----------------------------------------------------------------------------------------------------
Percentage approved 0% 0% 0%
pursuant to
pre-approval
exception
-----------------------------------------------------------------------------------------------------
October 31, 2005 $ 0 $ 2,200 $ 0
-----------------------------------------------------------------------------------------------------
Percentage approved 0% 0% 0%
pursuant to
pre-approval
exception
-----------------------------------------------------------------------------------------------------
(1) The amounts reported for the Fund under the column heading "Tax Fees"
represents amounts billed to the Adviser exclusively for the preparation
for the Fund's tax return, the cost of which is borne by the Adviser. In
the aggregate, for all Nuveen funds for which Ernst & Young LLP serves as
independent registered public accounting firm, these fees amounted to
$275,000 in 2006 and $282,575 in 2005.
NON-AUDIT SERVICES
The following table shows the amount of fees that Ernst & Young LLP billed
during the Fund's last two full fiscal years for non-audit services. The Audit
Committee is required to pre-approve non-audit services that Ernst & Young LLP
provides to the Adviser and any Affiliated Fund Services Provider, if the
engagement related directly to the Fund's operations and financial reporting
(except for those subject to the de minimis exception described above). The
Audit Committee requested and received information from Ernst & Young LLP about
any non-audit services that Ernst & Young LLP rendered during the Fund's last
fiscal year to the Adviser and any Affiliated Fund Service Provider. The
Committee considered this information in evaluating Ernst & Young LLP's
independence.
FISCAL YEAR ENDED TOTAL NON-AUDIT FEES
BILLED TO ADVISER AND
AFFILIATED FUND SERVICE TOTAL NON-AUDIT FEES
PROVIDERS (ENGAGEMENTS BILLED TO ADVISER AND
RELATED DIRECTLY TO THE AFFILIATED FUND SERVICE
TOTAL NON-AUDIT FEES OPERATIONS AND FINANCIAL PROVIDERS (ALL OTHER
BILLED TO FUND REPORTING OF THE FUND) ENGAGEMENTS) TOTAL
-----------------------------------------------------------------------------------------------------------------------
October 31, 2006 $ 400 $ 2,200 $ 0 $ 2,600
October 31, 2005 $ 410 $ 2,200 $ 0 $ 2,610
"Non-Audit Fees billed to Adviser" for both fiscal year ends represent "Tax
Fees" billed to Adviser in their respective amounts from the previous table.
Audit Committee Pre-Approval Policies and Procedures. Generally, the Audit
Committee must approve (i) all non-audit services to be performed for the Fund
by the Fund's independent accountants and (ii) all audit and non-audit services
to be performed by the Fund's independent accountants for the Affiliated Fund
Service Providers with respect to operations and financial reporting of the
Fund. Regarding tax and research projects conducted by the independent
accountants for the Fund and Affiliated Fund Service Providers (with respect to
operations and financial reports of the Fund) such engagements will be (i)
pre-approved by the Audit Committee if they are expected to be for amounts
greater than $10,000; (ii) reported to the Audit Committee chairman for his
verbal approval prior to engagement if they are expected to be for amounts under
$10,000 but greater than $5,000; and (iii) reported to the Audit Committee at
the next Audit Committee meeting if they are expected to be for an amount under
$5,000.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
The registrant's Board of Directors or Trustees has a separately designated
Audit Committee established in accordance with Section 3(a)(58)(A) of the
Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). The
members of the audit committee are Robert P. Bremner, Lawrence H. Brown, Jack B.
Evans, William J. Schneider and Eugene S. Sunshine.
ITEM 6. SCHEDULE OF INVESTMENTS.
See Portfolio of Investments in Item 1.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
The registrant invests its assets primarily in municipal bonds and cash
management securities. On rare occasions the registrant may acquire, directly or
through a special purpose vehicle, equity securities of a municipal bond issuer
whose bonds the registrant already owns when such bonds have deteriorated or are
expected shortly to deteriorate significantly in credit quality. The purpose of
acquiring equity securities generally will be to acquire control of the
municipal bond issuer and to seek to prevent the credit deterioration or
facilitate the liquidation or other workout of the distressed issuer's credit
problem. In the course of exercising control of a distressed municipal issuer,
NAM may pursue the registrant's interests in a variety of ways, which may entail
negotiating and executing consents, agreements and other arrangements, and
otherwise influencing the management of the issuer. NAM does not consider such
activities proxy voting for purposes of Rule 206(4)-6 under the 1940 Act, but
nevertheless provides reports to the registrant's Board of Trustees on its
control activities on a quarterly basis.
In the rare event that a municipal issuer were to issue a proxy or that the
registrant were to receive a proxy issued by a cash management security, NAM
would either engage an independent third party to determine how the proxy should
be voted or vote the proxy with the consent, or based on the instructions, of
the registrant's Board of Trustees or its representative. A member of NAM's
legal department would oversee the administration of the voting, and ensure that
records were maintained in accordance with Rule 206(4)-6, reports were filed
with the SEC on Form N-PX, and the results provided to the registrant's Board of
Trustees and made available to shareholders as required by applicable rules.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
THE PORTFOLIO MANAGER
The following individual has primary responsibility for the day-to-day
implementation of the registrant's investment strategies:
NAME FUND
John Miller Nuveen Municipal Income Fund, Inc.
Other Accounts Managed. In addition to managing the registrant, the portfolio
manager is also primarily responsible for the day-to-day portfolio management of
the following accounts:
NUMBER OF
PORTFOLIO MANAGER TYPE OF ACCOUNT MANAGED ACCOUNTS ASSETS
--------------------------------------------------------------------------------
John Miller Registered Investment Company 3 4.826 billion
Other Pooled Investment Vehicles 1 $37 million
Other Accounts 8 $1.2 million
* Assets are as of October 31, 2006. None of the assets in these accounts are
subject to an advisory fee based on performance.
Compensation. Each portfolio manager's compensation consists of three basic
elements--base salary, cash bonus and long-term incentive compensation. The
compensation strategy is to annually compare overall compensation, including
these three elements, to the market in order to create a compensation structure
that is competitive and consistent with similar financial services companies. As
discussed below, several factors are considered in determining each portfolio
manager's total compensation. In any year these factors may include, among
others, the effectiveness of the investment strategies recommended by the
portfolio manager's investment team, the investment performance of the accounts
managed by the portfolio manager, and the overall performance of Nuveen
Investments, Inc. (the parent company of NAM). Although investment performance
is a factor in determining the portfolio manager's compensation, it is not
necessarily a decisive factor. The portfolio manager's performance is evaluated
in part by comparing manager's performance against a specified investment
benchmark. This fund-specific benchmark is a customized subset (limited to bonds
in each Fund's specific state and with certain maturity parameters) of the
S&P/Investortools Municipal Bond index, an index comprised of bonds held by
managed municipal bond fund customers of Standard & Poor's Securities Pricing,
Inc. that are priced daily and whose fund holdings aggregate at least $2
million. As of October 31, 2006, the S&P/Investortools Municipal Bond index was
comprised of 48,513 securities with an aggregate current market value of $
923,532 billion.
Base salary. Each portfolio manager is paid a base salary that is set at a level
determined by NAM in accordance with its overall compensation strategy discussed
above. NAM is not under any current contractual obligation to increase a
portfolio manager's base salary.
Cash bonus. Each portfolio manager is also eligible to receive an annual cash
bonus. The level of this bonus is based upon evaluations and determinations made
by each portfolio manager's supervisors, along with reviews submitted by his
peers. These reviews and evaluations often take into account a number of
factors, including the effectiveness of the investment strategies recommended to
the NAM's investment team, the performance of the accounts for which he serves
as portfolio manager relative to any benchmarks established for those accounts,
his effectiveness in communicating investment performance to stockholders and
their representatives, and his contribution to the NAM's investment process and
to the execution of investment strategies. The cash bonus component is also
impacted by the overall performance of Nuveen Investments, Inc. in achieving its
business objectives.
Long-term incentive compensation. Each portfolio manager is eligible to receive
bonus compensation in the form of equity-based awards issued in securities
issued by Nuveen Investments, Inc. The amount of such compensation is dependent
upon the same factors articulated for cash bonus awards but also factors in his
long-term potential with the firm.
Material Conflicts of Interest. Each portfolio manager's simultaneous management
of the registrant and the other accounts noted above may present actual or
apparent conflicts of interest with respect to the allocation and aggregation of
securities orders placed on behalf of the Registrant and the other account. NAM,
however, believes that such potential conflicts are mitigated by the fact that
the NAM has adopted several policies that address potential conflicts of
interest, including best execution and trade allocation policies that are
designed to ensure (1) that portfolio management is seeking the best price for
portfolio securities under the circumstances, (2) fair and equitable allocation
of investment opportunities among accounts over time and (3) compliance with
applicable regulatory requirements. All accounts are to be treated in a
non-preferential manner, such that allocations are not based upon account
performance, fee structure or preference of the portfolio manager. In addition,
NAM has adopted a Code of Conduct that sets forth policies regarding conflicts
of interest.
Beneficial Ownership of Securities. As of October 31, 2006, the portfolio
manager beneficially owned the following dollar range of equity securities
issued by the Registrant and other Nuveen Funds managed by NAM's municipal
investment team.
---------------------------------------------------------------------------------------------------------------------
DOLLAR RANGE OF
DOLLAR EQUITY SECURITIES
RANGE OF BENEFICIALLY OWNED
EQUITY IN THE REMAINDER OF
SECURITIES NUVEEN FUNDS
BENEFICIALLY MANAGED BY NAM'S
NAME OF PORTFOLIO OWNED IN MUNICIPAL INVESTMENT
MANAGER FUND FUND TEAM
---------------------------------------------------------------------------------------------------------------------
John Miller Nuveen Municipal Income Fund, Inc. $0 $10,001 - $50,000
---------------------------------------------------------------------------------------------------------------------
PORTFOLIO MANAGER BIO:
John V. Miller, CFA, joined Nuveen's investment management team as a credit
analyst in 1996, with three prior years of experience in the municipal market
with C.W. Henderson & Assoc., a municipal bond manager for private accounts. He
has a BA in Economics and Political Science from Duke University, and an MA in
Economics from Northwestern University and an MBA with honors in Finance from
the University of Chicago. He has been responsible for analysis of high yield
credits in the utility, solid waste and energy related sectors. He is currently
a Vice President of Nuveen (since 2002). He manages investments for four
Nuveen-sponsored investment companies.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which shareholders may
recommend nominees to the registrants Board implemented after the registrant
last provided disclosure in response to this item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of this report that includes the disclosure
required by this paragraph, based on their evaluation of the controls
and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR
270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act")
(17 CFR 240.13a-15(b) or 240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act
(17 CFR 270.30a-3(d)) that occurred during the second fiscal quarter
of the period covered by this report that has materially affected, or
is reasonably likely to materially affect, the registrant's internal
control over financial reporting.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit: Not applicable
because the code is posted on registrant's website at www.nuveen.com/etf and
there were no amendments during the period covered by this report. (To view the
code, click on the Investor Resources drop down menu box, click on Fund
Governance and then Code of Conduct.)
(a)(2) A separate certification for each principal executive officer and
principal financial officer of the registrant as required by Rule 30a-2(a) under
the 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT
Attached hereto.
(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under
the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the
report by or on behalf of the registrant to 10 or more persons. Not applicable.
(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act,
provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR
270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR
240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of
the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished
pursuant to this paragraph will not be deemed "filed" for purposes of Section 18
of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of
that section. Such certification will not be deemed to be incorporated by
reference into any filing under the Securities Act of 1933 or the Exchange Act,
except to the extent that the registrant specifically incorporates it by
reference. Ex-99.906 CERT attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Nuveen Municipal Income Fund, Inc.
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By (Signature and Title)* /s/ Jessica R. Droeger
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Jessica R. Droeger
Vice President and Secretary
Date: January 5, 2007
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Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ Gifford R. Zimmerman
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Gifford R. Zimmerman
Chief Administrative Officer
(principal executive officer)
Date: January 5, 2007
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By (Signature and Title)* /s/ Stephen D. Foy
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Stephen D. Foy
Vice President and Controller
(principal financial officer)
Date: January 5, 2007
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* Print the name and title of each signing officer under his or her signature.